Common use of Covenant Against Competition and Solicitation Clause in Contracts

Covenant Against Competition and Solicitation. (A) Executive acknowledges and understands that, in view of the position that Executive holds as an executive-level employee of Employer, Executive's relationship with Employer will afford Executive extensive access to Confidential Information of the Company. Executive therefore agrees that during the course of Executive's employment with Employer and for a period of eighteen (18) months after termination of Executive's employment with Employer (for any reason or no reason) (collectively, "Restricted Period"), Executive shall not: (i) anywhere within the United States of America or any other country in which the Company then conducts or proposes to conduct business, either directly or indirectly, as an owner, stockholder, member, partner, joint venturer, officer, director, consultant, independent contractor, agent or employee, engage in any business or other commercial activity which is engaged in or is seeking to engage in a "competitive business." As used in this Agreement, the term "competitive business" shall mean any individual or enterprise other than the Excluded Businesses, engaged in or seeking to engage in (a) the business of providing payment processing solutions to merchants, or (b) the development research, production, marketing, distribution or sale of any product or service that is directly competitive with, or that may be purchased in replacement of substitution of, any product of service that is being produced, marketed, distributed, sold, or actively developed by Employer or any of its affiliates or subsidiaries. A product or service shall be deemed to be under "active development" by Employer, its affiliates or subsidiaries as of a particular date, if Employer or such affiliate or subsidiary has devoted material resources to the development thereof and intends to produce, market, distribute or sell such product or service within the following eighteen (18) months.

Covenant Against Competition and Solicitation. (A) Executive acknowledges and understands that, in view of the position that Executive holds as an executive-level employee of Employer, Executive's relationship with Employer will afford Executive extensive access to Confidential Information of the Company. Executive therefore agrees that during the course of Executive's employment with Employer and for a period of eighteen (18) months after termination of Executive's employment with Employer (for any reason or no reason) (collectively, "Restricted Period"), Executive shall not: (i) anywhere within the United States of America or any other country in which the Company then conducts or proposes to conduct business, either directly or indirectly, as an owner, stockholder, member, partner, joint venturer, officer, director, consultant, independent contractor, agent or employee, engage in any business or other commercial activity which is engaged in or is seeking to engage in a "competitive business." As used in this Agreement, the term "competitive business" shall mean any individual or enterprise other than the Excluded Businesses, engaged in or seeking to engage in (a) the business of providing payment processing solutions to merchants, or (b) the development research, production, marketing, distribution or sale of any product or service that is directly competitive with, or that may be purchased in replacement of substitution of, any product of service that is being produced, marketed, distributed, sold, or actively developed by Employer or any of its affiliates or subsidiaries. A product or service shall be deemed to be under "active development" by Employer, its affiliates or subsidiaries as of a particular date, if Employer or such affiliate or subsidiary has devoted material resources to the development thereof and intends to produce, market, distribute or sell such product or service within the following eighteen (18) months.