Confidentiality/Non-Solicitation Agreement - TMP Worldwide Inc.
TMP WORLDWIDE INC.
CONFIDENTIALITY/NON-SOLICITATION AGREEMENT
As a material inducement to my employment by TMP Worldwide Inc. or one
of its affiliates (collectively, "TMP"), I hereby agree as follows:
1. CONFIDENTIALITY. During the course of my employment with TMP I have had
and/or will have access to trade secret, proprietary and confidential
information relating to TMP and its clients, including but not limited to
marketing data, financial information, client lists (including without
limitation Rolodex type or computer based compilations maintained by TMP or me),
details of TMP or client programs and methods, pricing policies, strategies,
profit margins and software. During the course of my employment and thereafter,
I will keep secret and retain in strictest confidence all of such trade secret,
proprietary and confidential information, and will not disclose, disseminate or
use such information to my own advantage or for the advantage of any party other
than TMP.
2. NON-SOLICITATION. For a period of one year after the last day of my
employment with TMP:
(a) I will not, directly or indirectly, call on, solicit, perform
services for, interfere with or endeavor to entice away from TMP any client to
whom TMP provided services at any time during the 12 months preceding the last
day of my employment with TMP, or any prospective client to whom TMP had made a
presentation at any time during the 12 months preceding the last day of my
employment with TMP; and
(b) I will not, directly or indirectly, hire, attempt to hire,
solicit for employment or encourage the departure of any employee of TMP or any
individual who was employed by TMP at any time during the 12 months preceding
the last day of my employment with TMP.
3. GENERAL. During the term of my employment with TMP, I will not directly or
indirectly become employed by or render any services to any competitor of TMP.
I acknowledge that in the event I violate any provisions of this agreement in
addition to its other rights and remedies, TMP shall be entitled to injunctive
relief without the necessity of proving actual damages. I acknowledge that if
any provision of this agreement is held to be unenforceable, the court making
such holding shall have the power to modify such provision and in its modified
form such provision shall be enforced.
THIS AGREEMENT DOES NOT RESTRICT ME FROM WORKING FOR ANY COMPETITOR OF TMP OR
ANY OTHER FIRM AT ANY TIME AFTER MY LAST DAY OF EMPLOYMENT WITH TMP, SUBJECT TO
MY COMPLIANCE WITH 1 AND 2 ABOVE.
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Employee Signature Date Signed