5.1 ERMUSR 06-14-2022 - Laserfiche WebLink

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person or entity engaged in the development, manufacture, marketing, distribution, or sale of any services or products of the same general type, which perform similar functions, or which are used for the similar purposes as any product or service that is then or was during Employee’s last three years of employment with the Utilities being developed, manufactured, marketed, distributed, or sold by the Utilities. 8.3. Non-Solicitation of Customers or Vendors or Prospective Customers or Vendors. Employee agrees that, during the Non-Compete Period, Employee will not directly or indirectly (a) canvass, solicit, or accept business concerning any service or product that competes with a service or product of the Utilities from any person or entity who is then or was during Employee’s last three years of employment with the Utilities a customer or vendor or a prospective customer or vendor of the Utilities with whom Employee had contact while an Employee of the Utilities or about whom Employee has Confidential Information; or (b) otherwise take any action to divert business from or curtail the business of the Utilities. 8.4. Non-Solicitation of Employees or Business Relations. Employee agrees that, during the Non-Compete Period, Employee will not, directly or indirectly, take any action to solicit, recruit, encourage, or assist any employee or any supplier, vendor, consultant, independent contractor, subcontractor, or any other business relation (each a “Business Relation”) of the Utilities to terminate, curtail, or lessen his, her, or its relationship with the Utilities. Employee further agrees that Employee’s obligations set forth in this Section 8.4 will apply regardless of whether Employee initiates contact with a Utilities employee or Business Relation or the Utilities employee or Business Relation initiates contact with the Employee. 8.5. Disclosure of Obligations. During the Non-Compete Period, Employee will, prior to accepting employment or any other business relationship with any other person or entity, inform that person or entity of Employee’s obligations under this Agreement. 8.6. Extension of Non-Compete Period. If the Utilities obtains a court ruling or judgment finding that Employee has violated any portion of Section 8, Employee agrees that the Non-Compete Period will be extended for a period of time equal to the period of time during which Employee was found to be in breach of this Section 8. 9. Use of Name and Photograph. Employee consents to the present or future use and any reproduction of Employee’s name and photograph, or either, in any facilities brochure or other advertising or publications of the Utilities. Employee further consents to the entering of Employee’s name and telephone number onto any employee list which is public as to other Utilities employees and Employee waives any rights to prevent Utilities employees from obtaining this information. Employee promises to hold the Utilities harmless for allowing its employees to access this information and promises to hold the Utilities harmless for all non-willful disclosures to anyone who is not a Utilities employee. Employee agrees to sign the Utilities’s standard Consent to Release of Private data form in partial satisfaction of the requirements of this Section 9. 10. Employee Representations and Warranties. Employee represents and warrants that the performance of Employee’s duties for the Utilities and Employee’s obligations under this Agreement does not and will not cause Employee to violate the terms of any agreement, 9 48943343v3 149