Common use of Post-Employment Activities Clause in Contracts

Post-Employment Activities. 9.5 For a period of two (2) years after the Employee's Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereof, then the Employee shall not, directly or indirectly, engage in any business competitive with that of the Corporation and its subsidiaries; provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities which are publicly traded, so long as such investment holdings do not, in the aggregate, constitute more than 5% of any class of such company's securities. 9.6 The Employee acknowledges that he has been employed for his special talents and that his leaving the employ of the Corporation would seriously and adversely affect the business of the Corporation. In addition to all remedies permitted by law or in equity and without limiting any injunctive or other relief to which the Corporation may be entitled in respect of any obligation of the Employee, the Corporation shall be entitled to injunctive relief to enforce the provisions of Section 9.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.2, 7.5, or 7.6 hereof. 9.7 The Employee will not, during the period of two (2) years after his Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereof, either in the Employee's individual capacity or as agent for another, hire or offer to hire or entice away any person who has been an officer, employee, or agent of the Corporation or any of its subsidiaries at any time during the immediately preceding year or in any other manner persuade or attempt to persuade any of such persons to discontinue their relationship with the Corporation or any of its subsidiaries nor divert or attempt to divert from the Corporation or any of its subsidiaries any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation or any of its subsidiaries to diminish or discontinue its business with the Corporation or such subsidiary.

Post-Employment Activities. 9.5 9.1 For a period of two (2) years after the Employee's Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereof, then the Employee shall not, directly or indirectly, engage in any business competitive with that of the Corporation and its subsidiaries; provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities which are publicly traded, so long as such investment holdings do not, in the aggregate, constitute more than 5% of any class of such company's securities. 9.6 9.2 The Employee acknowledges that he has been employed for his special talents and that his leaving the employ of the Corporation would seriously and adversely affect the business of the Corporation. In addition to all remedies permitted by law or in equity and without limiting any injunctive or other relief to which the Corporation may be entitled in respect of any obligation of the Employee, the Corporation shall be entitled to injunctive relief to enforce the provisions of Section 9.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.2, 7.5, or 7.6 hereof. 9.7 9.3 The Employee will not, during the period of two (2) years after his Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereof, either in the Employee's individual capacity or as agent for another, hire or offer to hire or entice away any person who has been an officer, employee, or agent of the Corporation or any of its subsidiaries at any time during the immediately preceding year or in any other manner persuade or attempt to persuade any of such persons to discontinue their relationship with the Corporation or any of its subsidiaries nor divert or attempt to divert from the Corporation or any of its subsidiaries any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation or any of its subsidiaries to diminish or discontinue its business with the Corporation or such subsidiary.

Post-Employment Activities. 9.5 For 7.1 As a period result of Employee’s position with the Company, Employee will have access to Confidential Information of the Company. In addition, the Company has agreed to impose certain restrictions upon Employee’s ability to compete with the business of the Company. Employee understands and acknowledges that these restrictions are fair and reasonable given, among other things, the worldwide market for the Company’s products and technologies. Based on the foregoing, and in consideration thereof and of the payments to be made to Employee by the Company pursuant to this Agreement, until two (2) years after the termination of Employee's Termination Date’s employment with the Company for any reason (the “Non-Compete Period”), except for a absent the Company’s prior written approval, Employee will not directly within any Restricted Territory (as defined below): 7.1.1 engage in activities for, nor render services to, any firm or business organization which, at the time of termination subsequent of this Agreement, directly competes with the Company or any of its subsidiaries in any line of business engaged in by the Company or any of its subsidiaries (or which the Company or any of its subsidiaries has made substantive plans to a Change be engaged in), nor shall Employee engage in Control such activities nor render such services to any other person or entity engaged in such activities to, for, or on behalf of, any such firm or business organization; 7.1.2 solicit employees of the Corporation and further except for a termination by the Employee pursuant Company or any of its subsidiaries to Section 7.5 hereof, then the Employee shall not, directly or indirectly, engage in any business competitive with that of the Corporation and its subsidiaries; provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities which are publicly traded, so long as such investment holdings do not, in the aggregate, constitute more than 5% of any class of such company's securities. 9.6 The Employee acknowledges that he has been employed for his special talents and that his leaving leave the employ of the Corporation would seriously and adversely affect the business of the Corporation. In addition such entity; 7.1.3 offer or cause to all remedies permitted by law or in equity and without limiting any injunctive or other relief be offered employment to which the Corporation may be entitled in respect of any obligation of the Employee, the Corporation shall be entitled to injunctive relief to enforce the provisions of Section 9.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.2, 7.5, or 7.6 hereof. 9.7 The Employee will not, during the period of two (2) years after his Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereof, either in the Employee's individual capacity or as agent for another, hire or offer to hire or entice away any person who has been an officer, employee, or agent of is employed by the Corporation Company or any of its subsidiaries at any time during the immediately preceding year six months prior to the termination of Employee’s employment with such entity; 7.1.4 entice, induce or in any other manner persuade or attempt to persuade encourage any of such persons to discontinue their relationship with the Corporation Company’s or any of its subsidiaries nor divert or subsidiaries’ other employees to engage in any activity which, were it done by Employee, would violate any provision of this Section 7; or 7.1.5 otherwise attempt to divert from interfere with or disrupt the Corporation business or activities of the Company or any of its subsidiaries any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation or any of its subsidiaries to diminish or discontinue its business with the Corporation or such subsidiarysubsidiaries.

Post-Employment Activities. 9.5 For a period of two (2) years after 5.1 During the Employee's Termination Dateservice with the Company, except for a termination subsequent to a Change in Control and the period of one year commencing with the Employee's last compensation payment from the Company, regardless of the Corporation and further except reason for a termination by the Employee pursuant to Section 7.5 hereofsuch termination, then the Employee shall not, not directly or indirectly, indirectly engage in any business competitive (whether as a lender, guarantor or otherwise), represent or otherwise render assistance to any person or entity who or which competes or intends to compete, or who or which is affiliated (by reason of common control, ownership, or otherwise) with that of any other person or entity who or which competes or intends to compete, directly or indirectly with the Corporation and its subsidiariesbusiness then conducted by the Company with respect to advertising or other mailing services in the United States; provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities if such class of securities in which are publicly tradedthe investment is so made is listed on a national securities exchange or is issued by a company registered under Section 12(g) of the Securities Exchange Act of 1934, so long as such investment holdings do not, in the aggregate, constitute more than 5% 1 percent of the voting stock of any class of such company's securities. 9.6 The Employee acknowledges that he has been employed for his special talents and that his leaving the employ of the Corporation would seriously and adversely affect the business of the Corporation. In addition to all remedies permitted by law or in equity and without limiting any injunctive or other relief to which the Corporation may be entitled in respect of any obligation of the Employee, the Corporation shall be entitled to injunctive relief to enforce the provisions of Section 9.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.2, 7.5, or 7.6 hereof. 9.7 5.2 The Employee will not, during the period of two (2) years one year after the receipt of his Termination Datelast compensation payment from the Company, except for a termination subsequent to a Change in Control regardless of the Corporation and further except reason for a termination by the Employee pursuant his termination, hire or offer to Section 7.5 hereofhire or entice away or in any other manner persuade, either in the Employee's individual capacity or as an agent for another, hire or offer to hire or entice away any person who has been an officerofficers, employeeemployees, or agent agents of the Corporation Company or any of its subsidiaries at any time during the immediately preceding year or in any other manner persuade or attempt to persuade any of such persons subsidiary to discontinue their relationship with the Corporation Company or any of its subsidiaries nor subsidiary, not divert or attempt to divert from the Corporation Company or any of its subsidiaries subsidiary any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation Company or any subsidiary. 5.3 The Employee acknowledges that he has been employed for his special talents and this his leaving the employ of its subsidiaries the Company could seriously hamper the business of the Company. The Employee agrees that the Company shall be entitled to diminish or discontinue its business injunctive relief, in addition to all remedies permitted by law, to enforce the provisions of this Section 5. The Employee further acknowledges that his training, experience, and technical skills are of such breadth that they can be employed to advantage in other areas which are not competitive with the Corporation or such subsidiarypresent business of the Company and consequently the foregoing obligations will not unreasonably impair his ability to engage in business activity after the termination of his present employment.

Post-Employment Activities. 9.5 6.1 For a period of two one (21) years year after voluntary termination of his employment with the Employee's Termination DateCorporation, except for a termination subsequent to a Change in Control regardless of the Corporation and further except reason for a termination by such voluntary termination, neither the Employee pursuant to Section 7.5 hereofnor any entity in which he may be interested as a partner, then the Employee trustee, director, officer, employee, shareholder, option holder, lender of money or guarantor, shall not, engage directly or indirectly, engage indirectly in any business competitive with that of the Corporation and its subsidiaries(as defined in Section 5.1); provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities which are publicly traded, so long as such investment holdings do not, in the aggregate, constitute more than 5% of any class of such company's securities. 9.6 6.2 The Employee acknowledges that he has been employed for his special talents and that his leaving the employ of the Corporation would seriously and adversely affect the business of the Corporation. In addition to all remedies permitted by law or in equity and without limiting any injunctive or other relief to which the Corporation may be entitled in respect of any obligation of the Employee, the Corporation shall be entitled to injunctive relief to enforce the provisions of Section 9.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.2, 7.5, or 7.6 5 and 6 hereof. 9.7 6.3 The Employee will not, during the period of two one (21) years year after termination of his Termination Dateemployment by the Corporation, except for a termination subsequent to a Change in Control regardless of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereofreason of such termination, either in the Employee's individual capacity or as agent for another, hire or offer to hire or entice away any person who has been an officer, employee, or agent of the Corporation or any of its subsidiaries at any time during the immediately preceding year or in any other manner persuade or attempt to persuade any of such persons to discontinue their relationship with the Corporation or any of its subsidiaries affiliates nor divert or attempt to divert from the Corporation or any of its subsidiaries any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation or any of its subsidiaries affiliates to diminish or discontinue its business with the Corporation or such subsidiaryaffiliate.

Post-Employment Activities. 9.5 10.1 For a period of two (2) years after the Employee's Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereofwith cause, then the Employee shall not, directly or indirectly, engage in any business competitive with that of the Corporation and its subsidiariesCorporation; provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities which are is publicly traded, so long as such investment holdings do not, in the aggregate, constitute more than 5% of any class of such company's securities. 9.6 10.2 The Employee acknowledges that he has been employed for his special talents and that his leaving the employ of the Corporation would seriously and adversely affect the business of the Corporation. In addition to all remedies permitted by law or in equity and without limiting any injunctive or other relief to which the Corporation may be entitled in respect of any obligation of the Employee, the Corporation shall be entitled to injunctive relief to enforce the provisions of Section 9.1 10.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 10.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.28.2, 7.58.5, or 7.6 8.6 hereof. 9.7 10.3 The Employee will not, during the period of two (2) years after his Termination Date, except for a termination subsequent to a Change in Control of the Corporation and further except for a termination by the Employee pursuant to Section 7.5 hereofwith cause, then the Employee shall not, either in the Employee's individual capacity or as agent for another, hire or offer to hire or entice away any person who has been an officer, employee, or agent of the Corporation or any of its subsidiaries at any time during the immediately preceding year or in any other manner persuade or attempt to persuade any of such persons to discontinue their relationship with the Corporation or any of its subsidiaries nor divert or attempt to divert from the Corporation or any of its subsidiaries any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation or any of its subsidiaries to diminish or discontinue its business with the Corporation or such subsidiary.

Post-Employment Activities. 9.5 7.1 For a period of two eighteen (218) years months after the Employee's Termination Datetermination of his employment hereunder, except for a termination subsequent to a Change in Control regardless of the Corporation and further except reason for a termination by such termination, neither the Employee pursuant to Section 7.5 hereofnor any entity in which he may be interested as a partner, then the Employee trustee, director, officer, employee, shareholder, option holder, lender or guarantor, shall not, be engaged directly or indirectly, engage indirectly in any business which is competitive with that the Company or any subsidiary of the Corporation and its subsidiariesCompany (whether or not the Employee renders service to such subsidiary); provided, however, that the foregoing shall not be deemed to prevent the Employee from investing in securities of any other company having a class of securities which are is publicly traded, so long as such investment holdings do not, in the aggregate, constitute more than 5% of any class of such other company's securities. 9.6 7.2 The Employee acknowledges that he has been employed for his special talents and that his leaving the employ of the Corporation Company would seriously and adversely affect hamper the business of the CorporationCompany. In addition to all remedies permitted by law or in equity and without limiting any injunctive or other relief to which the Corporation Company may be entitled in respect of any obligation of the Employee, the Corporation Company shall be entitled to injunctive relief to enforce the provisions of Section 9.1 hereof; provided, that the Corporation shall not be entitled to injunctive relief or any other relief with respect to Section 9.1 hereof if at the time such relief is sought the Corporation has been in default of any of its obligations to the Employee pursuant to any of the terms of Sections 7.2, 7.5, or 7.6 5 and 6 hereof. 9.7 7.3 The Employee will not, during the period of two eighteen (218) years months after termination of his Termination Dateemployment, except for a termination subsequent to a Change in Control regardless of the Corporation and further except reason for a termination by the Employee pursuant to Section 7.5 hereofsuch termination, either in the Employee's individual capacity or as agent for another, hire or offer to hire or entice away any person who has been an officer, employee, or agent of the Corporation or any of its subsidiaries Company at any time during the immediately preceding year or in any other manner persuade or attempt to persuade any of such persons to discontinue their relationship with the Corporation Company or any of its subsidiaries nor divert or attempt to divert from the Corporation Company or any of its subsidiaries any business whatsoever by influencing or attempting to influence any customer or supplier of the Corporation Company or any of its subsidiaries to diminish or discontinue its business with the Corporation Company or such subsidiary.