Common use of Noncompetition Provisions Clause in Contracts

Noncompetition Provisions. Executive recognizes and agrees ------------------------- that Employer has many substantial, legitimate business interests that can be protected only by Executive agreeing not to compete with Employer or its subsidiaries under certain circumstances. These interests include, without limitation, Employer's contacts and relationships with its customers, Employer's reputation and goodwill in the industry, the financial and other support afforded by Employer, and Employer's rights in its confidential information. Executive therefore agrees that during his employment with the Company and for the greater of (i) the one (1) year period of time following the termination of such employment, regardless of the manner or cause of such termination or (ii) the period during which Executive is receiving severance payments pursuant to this Agreement, Executive will not, without the prior written consent of Employer, engage in any of the following activities within the countries of North America (the "Protected Zones"), relating to the Protected Businesses (as defined below): a. engage in, manage, operate, control or supervise, or participate in the management, operation, control or supervision of, any business or entity which provides products or services competitive with those being developed, manufactured, marketed, sold or otherwise provided by Employer or its subsidiaries as of the date hereof, including but not limited to, any business or entity providing sports related content, information or programming over the Internet (the "Protected Businesses") in the Protected Zones; b. have any ownership or financial interest, directly or indirectly, in any entity in the Protected Zones engaged in the Protected Businesses, including, without limitation, as an individual, partner, shareholder (other than as a shareholder of a publicly-owned corporation in which Executive owns less than 1% of the outstanding shares of such corporation), officer, directly, Executive, principal, agent or consultant; c. solicit, acquire or conduct any Protected Business from or with any customers of Employer or its subsidiaries (as defined below) in the Protected Zones; d. solicit any of the Executives or independent contractors of Employer or its subsidiaries or induce any such persons to terminate their employment or contractual relationships with any such entities or take action contrary to the best interest of the Company; or e. serve as an officer or director of, or hold an equity interest in, any entity engaged in any of the Protected Businesses in the Protected Zones. For purposes of this Section 7, customers of Employer or its subsidiaries shall include those customers to whom Employer or its subsidiaries was providing products or services at the termination of Executive's employment, or had proposals outstanding for the provision of services, at the time of such termination.

Noncompetition Provisions. Executive Employee recognizes and agrees that ------------------------- that Employer has many substantial, legitimate business interests that can be protected only by Executive Employee agreeing not to compete with Employer or its subsidiaries under certain circumstances. These interests include, without limitation, Employer's contacts and relationships with its customers, Employer's reputation and goodwill in the industry, the financial and other support afforded by Employer, and Employer's rights in its confidential information. Executive Employee therefore agrees that he will not during his employment with the Company Term and for the greater of (i) the one (1) year thereafter or such shorter period of time following as Employer continues to pay Employee the termination of Termination Payments under Section 5.2 (provided that Employer may elect to continue such employmentTermination Payments longer than required under Section 5.2), regardless of the manner directly or cause of such termination or (ii) the period during which Executive is receiving severance payments pursuant to this Agreement, Executive will not, indirectly without the prior written consent of Employer, engage in any of the following activities within the countries of North America (the "Protected Zones"), relating to the Protected Businesses (as defined below): a. (a) engage in, manage, operate, control or supervise, or participate in the management, operation, control or supervision of, any business or entity which provides products or services competitive with those being developed, manufactured, marketed, sold or otherwise provided by Employer or its subsidiaries as of the date hereof, including but not limited to, any business or entity providing sports related content, information or programming over the Internet hereof (the "Protected Businesses") in the Protected Zones; b. (b) have any ownership or financial interest, directly or indirectly, in any entity in the Protected Zones engaged in the Protected Businesses, including, without limitation, as an individual, partner, shareholder (other than as a shareholder of a publicly-owned corporation in which Executive Employee owns less than 1% of the outstanding shares of such corporation), officer, directly, Executiveemployee, principal, agent or consultant; c. (c) solicit, acquire or conduct any Protected Business from or with any of Employer's customers of Employer or its subsidiaries (as defined below) in the Protected Zones; d. (d) solicit any of the Executives employees or independent contractors of Employer or its subsidiaries or induce any such persons to terminate their employment or contractual relationships with any such entities or take action contrary to the best interest of the Companyentities; or e. (e) serve as an officer or director of, or hold an equity interest in, any entity engaged in any of the Protected Businesses in the Protected Zones. For purposes of this Section 78, Employer's customers of Employer or its subsidiaries shall include those customers to whom Employer or its subsidiaries was providing products or services at the termination of ExecutiveEmployee's employment, or had proposals outstanding for the provision of services, at the time of such termination.