Exhibit 10.9
NON-COMPETITION AGREEMENT
In consideration of Labor Ready, Inc., or the Labor Ready, Inc. subsidiary,
affiliate, related business entity, successor, or assign employing Executive
(collectively "Labor Ready" or the "Company"), employing me, compensating me,
providing me with benefits, providing me with administrative support; providing
me with the benefit of Labor Ready's research, know how, market strategies and
business plans; and specifically in consideration of the additional
consideration provided in the Executive Employment Agreement and Change In
Control Agreement executed concurrently herewith, the adequacy, sufficiency and
receipt of which is hereby acknowledged, and intending to be legally bound, I,
("Executive"), hereby acknowledge that I
understand and agree that the provisions hereof are part of and a condition of
my employment with Labor Ready, and are effective as of December 31, 2006.
I.
NON-COMPETITION, NON-INTERFERENCE, NON-SOLICITATION, AND CONFIDENTIALITY
A.
DEFINITIONS.
1.
"BUSINESS AREA" MEANS ANY LOCATION IN WHICH LABOR READY CONDUCTS
OR PLANS TO CONDUCT BUSINESS.
EXECUTIVE ACKNOWLEDGES THAT LABOR READY HAS
OPERATIONS IN ALL 50 STATES, THE DISTRICT OF COLUMBIA AND AT LEAST THREE OTHER
COUNTRIES, THAT LABOR READY PLANS TO CONTINUE TO EXPAND ITS OPERATIONS AND
PRESENCE BOTH DOMESTICALLY AND INTERNATIONALLY AND THAT AS A MEMBER OF LABOR
READY'S SENIOR MANAGEMENT, EXECUTIVE'S SERVICES ARE INTEGRAL TO THESE OPERATIONS
AND EXPANSION PLANS.
2.
"CANDIDATE" MEANS, ANY INDIVIDUAL WHO HAS APPLIED FOR AND/OR
ACCEPTED PLACEMENT IN A JOB BY LABOR READY WITH A CLIENT, AND (I) ABOUT WHOM
EXECUTIVE OBTAINED INFORMATION, OR (II) WITH WHOM EXECUTIVE INTERACTED ON BEHALF
OF LABOR READY.
3.
"CLIENT" MEANS, ANY INDIVIDUAL, BUSINESS OR OTHER ENTITY TO WHICH
LABOR READY PROVIDED ANY SERVICES, AT ANY TIME WITHIN TWENTY-FOUR (24) MONTHS
PRIOR TO EXECUTIVE'S LAST DATE OF EMPLOYMENT WITH LABOR READY.
4.
"COLLEAGUE" MEANS ANY LABOR READY EMPLOYEE WHO HAS BEEN EMPLOYED
BY LABOR READY DURING THE SIX MONTHS PRIOR TO THE TERMINATION OF EXECUTIVE'S
EMPLOYMENT WITH LABOR READY.
5.
"CONFIDENTIAL INFORMATION" MEANS, WHETHER ORIGINAL, DUPLICATED,
COMPUTERIZED, MEMORIZED, HANDWRITTEN, OR IN ANY OTHER FORM, AND ALL INFORMATION
CONTAINED THEREIN, INCLUDING, WITHOUT LIMITATION: (A) THE IDEAS, METHODS,
TECHNIQUES, FORMATS, SPECIFICATIONS, PROCEDURES, DESIGNS, STRATEGIES, SYSTEMS,
PROCESSES, DATA AND SOFTWARE PRODUCTS WHICH ARE UNIQUE TO LABOR READY; (B) ALL
OF LABOR READY'S BUSINESS PLANS,
PRESENT, FUTURE OR POTENTIAL CUSTOMERS OR
CLIENTS (INCLUDING THE NAMES, ADDRESSES AND ANY OTHER INFORMATION CONCERNING ANY
CUSTOMER OR CLIENT),
marketing, marketing strategies, pricing and financial information, research,
training, know-how, operations, processes, products, inventions, business
practices, databases and information contained therein, its wage rates, margins,
mark-ups, finances, banking, books, records, contracts, agreements, principals,
vendors, suppliers, contractors, employees, applicants, Candidates, skill sets
of applicants, skill sets of Candidates, marketing methods, costs, prices, price
structures, methods for calculating and/or determining prices, contractual
relationships, business relationships, compensation paid to employees and/or
contractors, and/or other terms of employment, employee evaluations, and/or
employee skill sets; (c) the content of all of Labor Ready's operations, sales
and training manuals; (d) all other information now in existence or later
developed which is similar to the foregoing; (e) all information which is marked