Mark Papermaster - Noncompetition Agreement

Noncompetition Agreement

Due to the sensitive nature of the information to which he would gain access, IBM had Papermaster sign a Noncompetition Agreement (see non-compete clause) June 21, 2006 in order to be considered for Integration & Values Team membership. The clause mandated, "...during employment with IBM and for one (1) year following the termination of employment... will not directly or indirectly within the 'Restricted Area' (1) 'Engage in or Associate with' (a) any 'Business or Enterprise' or (b) any significant competitor or major competitor of the company." The non-compete went on to define the terms "Restricted Area" as any geographic location where Papermaster worked in the previous 12 months; "Engage or Associate with" as becoming an employee, associate, member, etc.; and "Business or Enterprise" as an "entity" that competes with any Business Unit in which Papermaster worked in the previous two years. The agreement also stated that any violation of this agreement would cause IBM "irreparable harm," a factor the company suing an employee over a non-compete usually has the burden to prove.