10-K
TTEC HOLDINGS, INC. filed this Form 10-K on 03/06/2019
Entire Document
 

a.   Non-Compete Undertaking. For a period of twelve (12) months from separation from TTEC Parent and/or the Company, not to work or otherwise contribute his knowledge, directly or indirectly, in whole or in part, as an employee, officer, owner, manager, advisor, consultant, agent, partner, director, significant shareholder (i.e. a shareholder holding more than 5% of outstanding equity in the company), volunteer, intern or in any other similar capacity anywhere in the world to a business entity engaged in the same or substantially similar business as TTEC Parent its subsidiaries and affiliates, including entities engaged in the full life cycle of customer strategy, analytics-driven, technology-enabled customer engagement management solutions from customer engagement strategy consulting, to technology and analytics driven customer acquisition to technology solution development and integration to business process outsourcing customer care (collectively, “TTEC Business”).  The Non-Compete Undertaking shall apply throughout, and shall only be limited by, the territory where the Employee performs services for the Company and TTEC Parent, as provided in this Agreement.  For the avoidance of doubt, the term ‘performs services for’ shall not be limited to ‘works at’ or any other limitation delineating where the Employee performs the actual services, but instead shall relate to the entire territory where the Company and TTEC Parent benefits and is reasonable to expect to benefit from the Employee’s services. Given Mr. Pollema’s role as the Senior Vice President and TTEC chief people officer, the territory for purposes of this Agreement shall be worldwide.

 

If Employee’s employment is terminated pursuant to provisions of Paragraph 6(i) (Change in Control event) and if Employee is paid Change in Control related compensation and receives other benefits as provided in that Paragraph, the Employee agrees for the Non-Competition Undertaking to be extended from twelve (12) to fifteen (15) months; and

 

b.   Employee Non-Solicitation Undertaking. For a period of twelve (12) months from separation from TTEC Parent and the Company, Employee agrees not to solicit, hire, recruit, attempt to hire or recruit, or induce the termination of employment, directly or indirectly, of any then current employee of the Company or its subsidiaries and affiliates.

 

If Employee’s employment is terminated pursuant to provisions of Paragraph 6(i) (Change in Control event) and if Employee is paid Change in Control related compensation and receives other benefits as provided in that Paragraph, the Employee agrees for the Employee Non-Solicitation Undertaking to be extended from twelve (12) to fifteen (15) months; and

 

c.   Client Non-Solicitation Undertaking. For a period of twelve (12) months from separation from TTEC Parent or the Company, Employee agrees not to solicit or interfere with business relationships between TTEC Parent, the Company, and current and prospective (currently actively pursued) clients of TTEC Parent, or any of its subsidiaries and affiliates, for purposes of offering or accepting goods or services similar to or competitive with those offered by TTEC Parent or any of its subsidiaries and affiliates.

 

If Employee’s employment is terminated pursuant to provisions of Paragraph 6(i) (Change in Control event) and if Employee is paid Change in Control related compensation and receives other benefits as provided in that Paragraph, the Employee agrees for the Client Non-Solicitation Undertaking to be extended from twelve (12) to fifteen (15) months.

 

d.   Consequences of Breach. If Employee breaches any of the covenants and undertakings set forth in this Paragraph 7:

 

(i)   All of Employee’s unvested equity shall be immediately forfeited and neither TTEC Parent nor the Company shall have any further liabilities to Employee pursuant to this Agreement, including without limitation no liability for any equity not yet granted or granted and unvested;