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Exhibit 10.78
NON-COMPETITION
AGREEMENT
April 2, 2001
Dear Mr. Broekmate:
In consideration of your employment
by Lionbridge Technologies, Inc., a Delaware corporation (including
its subsidiaries and related companies, the “Company”),
you hereby covenant and agree with the Company as
follows:
1. The term of this Agreement shall
be for a period commencing on the date hereof and ending 12 months
from the date of termination of your employment by the
Company.
2. Non-Competition.
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(a)
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During
Period of Employment .
During the period during which you are employed by the Company, you
will not, directly or indirectly, without the Company’s prior
written consent, provide any Services (as hereinafter defined) to
any Competitor of the Company (as hereinafter defined). The term
“Competitor of the Company” shall refer to those
companies listed on Exhibit A hereto. The term
“Services” shall include any association with an
individual or entity, whether alone or as a partner, joint
venturer, officer, director, employee, consultant, agent,
independent contractor or stockholder of any such entity, or any
engagement or financial interest in any business
activity.
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(b)
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Following
Termination of Employment at Employee’s Discretion
. If you voluntarily terminate your
employment with the Company, your obligation not to provide
Services to a Competitor of the Company under Section 2(a) shall
continue for a period of four (4) months from your last day of
employment with the Company.
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(c)
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Following
Termination of Employment at Company’s Discretion
. In the event your employment with
the Company is terminated by the Company for reasons other than
“Cause” (as defined below), at the Company’s
option, your obligation not to provide Services to a Competitor of
the Company under Section 2(a) shall continue for a period of up to
six months following your last day of employment provided that
during such time, the Company continues your salary at the same
level as it existed immediately prior to your last day of
employment. If the Company intends to exercise this option, it will
inform you in writing of its decision and specify the time period
for which your obligation not to provide Services to a Competitor
will continue within two weeks following your last day of
employment.
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(d)
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Notices . During the term of this Agreement, you will
inform the Company of the name of any new entity or employer with
whom you become associated following termination of your employment
with the Company.
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(e)
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Other . The ownership by you of not more than one
percent of the shares of stock of any corporation having a class of
equity securities actively traded on a national securities exchange
or on the Nasdaq Stock Market shall not be deemed, in and of
itself, to violate the prohibitions of this paragraph.
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1
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(f)
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TRADOS
Advisory Board . During
the period of your employment with
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