(c) The portions of any current or future WWE Severance Policy relating to the amount of severance payments shall not apply to this Agreement, and McMahon acknowledges that any post-termination payments due him are only those payments specifically provided for under this Agreement.
SECTION 6. Restrictive Covenants.
(a) Confidential Information. McMahon acknowledges that by reason of his relationship with and service to the Company, McMahon has had and shall have access to confidential information relating to operations and technology and know-how which have been developed by the Company and its affiliates and may be developed in the future by the Company and its affiliates, including information and knowledge pertaining to wrestling productions and performances, public relations and marketing, products and their design and manufacture, methods of operation, sales and profit data, customer and supplier lists and relationships between the Company and its affiliates and its customers, suppliers and others who have business dealings with it, other information not readily available to the public, and plans for future developments relating thereto. In recognition of the foregoing, during the Term and at all times thereafter, McMahon shall maintain the confidentiality of all such information and other matters of the Company and its affiliates known to McMahon which are not otherwise in the public domain and shall not disclose any such information to any person outside the organization of the Company, wherever located, except as required by law or in the good faith performance of his duties for the Company, or otherwise with the Board’s prior written authorization and consent. Further, McMahon agrees not to, directly or indirectly, duplicate, sell, use, lease, commercialize or otherwise divulge to any person or entity any of the Company’s confidential information or use any such information for his own benefit or profit or allow any person, entity or third party, other than the Company and authorized agents and employees, to use or otherwise gain access to any such information.
(b) Records. All papers, books and records of every kind and description relating to the business and affairs of the Company, or any of its affiliates, whether or not prepared by McMahon, other than personal notes prepared by or at the direction of McMahon, shall be the sole and exclusive property of the Company, and McMahon shall surrender them to the Company at any time upon request by the Board.
(c) Non Competition. During the Term and for a period of twelve (12) months after the date of McMahon’s termination of employment, McMahon hereby agrees with the Company as to the following covenants: (i) McMahon shall not, directly or indirectly, engage in, or be employed by, or act as a consultant to, or be a director, officer, owner or partner of or acquire an interest in a business competing with the professional wrestling or other core businesses conducted by the Company or any of its subsidiaries or affiliates, nor without the prior written consent of the Board directly or indirectly have any interest in, own, manage, operate, control, be connected with as a stockholder, joint venturer, officer, employee, partner or consultant, or otherwise engage, invest or participate in any business that is competitive with the professional wrestling or other core businesses conducted by the Company or by any subsidiary or affiliate of the Company; provided, however, that nothing contained in this Section 6(c) shall prevent McMahon from investing or trading in stocks, bonds, commodities, securities, real estate or other forms of investment for McMahon’s own account and benefit (directly or indirectly), so long as McMahon’s ownership interest therein does not exceed three percent (3%) of any publicly-owned entity or five percent (5%) of any privately-owned entity or fund, and provided McMahon has no active role in the management of such entity or fund and such investment activities do not significantly interfere with McMahon’s services to be rendered hereunder and are consistent with the conflict of interest policies maintained by the Company from time to time;
(ii) McMahon shall not actively solicit any employee, agent or independent contractor of the Company or any of its subsidiaries or affiliates to leave the employment or service thereof; and
(iii) McMahon shall not induce or attempt to induce any customer, supplier, licensee or other individual, corporation or other business organization having a business relationship with the Company or its subsidiaries or affiliates to cease doing business with the Company or its subsidiaries or in any way interfere with the relationship between any such customer, supplier, licensee or other person and the Company or its subsidiaries or affiliates.
(d) Works.
(i) All Works (as defined below) and McMahon’s contributions thereto during his employment by the Company shall belong solely and exclusively to the Company in perpetuity notwithstanding any termination of this Agreement. All Works shall be considered “works made for hire” owned by the Company as a work prepared by an employee within the scope of his employment under the United States Copyright Act of 1976, as amended (17 U.S.C. § 101 et seq.). To the extent that such Works are deemed works other than “works made for hire,” McMahon hereby assigns to Company all right, title and interest in and to all rights in such Works and all renewals and extensions of the copyrights or other rights that may be secured under the laws now or hereafter in force and effect in the United States or any other country or countries. The Company may file applications to register copyright as author thereof. McMahon shall take whatever steps and do whatever acts the Company requests, including, but not limited to, placement of the Company’s proper copyright notice on such Works to secure or aid in securing copyright protection and shall assist the Company or its nominees in filing applications to register claims of copyright in such works. McMahon shall not reproduce, distribute, display publicly, or perform publicly, alone or in combination with any data processing or network system, any Works of the Company without the written permission from the Company.
(ii) “Works” means all materials, information, writings, and performances created by, or contributed to by, McMahon in the course of or as a result of McMahon’s employment by the Company which is fixed in any tangible medium of expression now or hereafter invented, including, but not limited to, notes, drawings, memoranda, correspondence, documents, records, notebooks, flow charts, computer programs, source and object codes, or portions thereof, and including, but not limited to, McMahon’s writing, appearances, performances, and creative director work product, the Events, and the Footage (in each case, as defined below) (including without limitation all storylines, incidents, dialogue, characters, actions, routines, ideas, gags, costumes or parts of costumes, accessories, crowns, Inventions (as defined below), championship, title or other belts (if applicable), and any other tangible or intangible materials written, composed, submitted, added, improvised, or created by or for McMahon in connection with his appearance at the Events and/or in the Footage).
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