THIS ASSIGNMENT OF DEVELOPMENTS UNDER THIS PARAGRAPH 4 SHALL NOT APPLY TO:(i) AN INVENTION CREATED WITHOUT THE USE OF HDD EQUIPMENT, SUPPLIES, FACILITY OR TRADE SECRET INFORMATION; AND(ii) DEVELOPED ENTIRELY ON MY OWN TIME; AND(iii) WHICH DOES NOT RELATE (A) DIRECTLY TO THE BUSINESS OF HDD OR (B) TO HDD'S ACTUAL OR DEMONSTRABLY ANTICIPATED RESEARCH OR DEVELOPMENT; OR(iv) WHICH DOES NOT RESULT FROM ANY WORK PERFORMED BY ME FOR HDD.I acknowledge that the obligations of this Paragraph 4 shall be in effect whether or not I receive or am considered for the award of any additional compensation for Developments.5) Limited Covenant Not to Compete. During the period of my employment with HDD, I will not directly or indirectly engage in, become employed by, or otherwise render services, advice, or assistance to any Competing Business. For a period of twenty four (24) months following the termination of my employment with HDD, I will not, directly or indirectly:A. Organize, assist in organizing, or participate as an employee
, consultant or owner in a Competing Business; or
B. Develop or assist in the development of Competing Products for a Competing Business; or
C. Sell or assist in the sale of any Competing Product to any customer of HDD which I solicited or with which I dealt while employed with HDD.Such restriction shall apply to my actions anywhere in the United States.As used herein, "Competing Business" refers to and means any person or organization other than HDD which is engaged in or is about to become engaged in the design, research, development, production, marketing, distribution, leasing, selling, or servicing of a Competing Product. As used herein, "Competing Product" means any brokerage service, product, process, system, or other service which is or may be marketed in direct competition with any brokerage service, product, process, system, or service marketed or under development by HDD at any time during my employment with HDD.6) Notice to Subsequent Employers. For a period of two (2) years after the termination of my employment with HDD, I will inform any new employer (before accepting employment) of the terms of this Agreement.7) Obligations Unconditional. My obligations under this Agreement are unconditional and do not depend upon the performance of any agreements, duties, obligations or terms outside this Agreement.8) Remedies. In the event of any breach of any of the provisions of this Agreement, HDD, in addition to any other rights, remedies, or damages available at law or in equity, shall be entitled: (a) to temporary, preliminary and permanent injunctive relief, enjoining and restraining any such breach; and (b) in addition to any other award of damages to which HDD may be entitled, to recover all costs and expenses, including attorneys' fees, incurred by HDD, its successors, and assigns as a consequence of any such breach.9) Governing Law. This Agreement shall in all respects be governed by and interpreted, construed, and enforced in accordance with the laws of the United States of America and the State of Iowa.10) Severability. Every provision of this Agreement shall be construed, to the extent possible, so as to be valid and enforceable. If any provision of this Agreement so construed is held by a court of competent jurisdiction to be invalid, illegal or otherwise unenforceable, such provision shall be deemed severed from this Agreement, and all other provisions shall remain in full force and effect.