6. Non-Competition & Non-Solicitation Restrictions. During the Consulting Period or for so long as Consultant Serves as the Chairman of the Board, the Consultant shall not, directly or indirectly, do any of the following:
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engage in any activities, whether as an employer, partner, director, officer, employee, agent, independent contractor, consultant, salesperson, or any other capacity in competition with the Company within the contiguous United States; or
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solicit or attempt to solicit any employee, independent contractor, director, agent or other service provider of the Company or of any of its divisions, subsidiaries or affiliates to terminate his, her or its relationship with the Company or such affiliate.
For purposes hereof, affiliate shall mean any entity which, directly or indirectly, controls or is controlled by, or is under common control with the Company.
7. Non-Disparagement. The Consultant agrees and covenants that the Consultant will not at any time make, publish or communicate to any person or entity or in any public forum any defamatory or disparaging remarks, comments, or statements concerning the Company or its businesses, or any of its employees, officers, directors, and existing and prospective clients, customers, suppliers, investors and other associated third parties. This Section 7 does not, in any way, restrict or impede the Consultant from exercising protected rights to the extent that such rights cannot be waived by agreement or from complying with any applicable law or regulation or a valid order of a court of competent jurisdiction or an authorized government agency, provided that such compliance does not exceed that required by the law, regulation, or order. The Consultant shall promptly provide written notice of any such order to the Company. The Company agrees and covenants that it shall direct its officers and directors to refrain from making any defamatory or disparaging remarks, comments, or statements concerning the Consultant.
8. Confidentiality. Without the express written consent of the Company, the Consultant shall not at any time (either during or after the termination of the Consulting Services) use (other than for the benefit of the Company) or disclose to any other business entity proprietary or confidential information concerning the Company, any of their affiliates, or any of its officers. The Consultant shall not disclose any of the Companys or the Companys affiliates trade secrets or inventions of which Consultant has gained knowledge during his employment with the Company. This paragraph shall not apply to any such information that: (1) the Consultant is required to disclose by law; (2) has been otherwise disseminated, disclosed, or made available to the public, provided that, such disclosure is through no direct or indirect fault of the Consultant or person(s) acting on the Consultants behalf; or (3) was obtained after his employment with the Company ended and from some source other than the Company, which source was under no obligation of confidentiality
9. Effect of Breach by Consultant. The Consultant agrees that a breach of any obligation in Sections 6, 7, or 8, the Company shall be entitled, in addition to any other right or remedy available to it (including, but not limited to, an action for damages), to a temporary or permanent injunction or other equitable relief restraining such breach or a threatened breach and to specific performance of such provisions, and the Consultant hereby consents to the issuance of such injunction and to the ordering of specific performance or other equitable relief, without the necessity of showing any actual damages, and without the requirement of the Company to post any bond or other security.