Non Compete Clause Validity

In the state of Florida, is this non compete clause enforceable? Does it seem too broad? Is it preventing me for ever working for Merrill lynch as a client service associate? Non-Compete. Employee acknowledges that Company has a legitimate business interest in protecting its Confidential Information, its customer and vendor relationships, its training of employees, its business goodwill, reputation and other lawful interests, and that the restrictive covenant regarding competition contained herein is reasonably necessary to protect these interests. Therefore, Employee agrees that during Employee's employment and for a period of two (*) years following termination of Employee's employment (whether voluntary or involuntary, and regardless of the reason), Employee will not within the "Restricted Areas" (as defined below), directly or indirectly, through another person or entity (whether as owner, beneficial owner, partner, associate, agent, independent contractor, consultant, lender, employee, stockholder, officer or in any other capacity): (*) enter into, conduct, carry on or engage in any business or activity that competes with Company's Business, or any part of Company's Business conducted by Company, or which the Company has developed plans to conduct, as of Employee's termination date including, without limitation, i) the preparation, compilation, production, publication, sale or distribution of any lists, rankings, books, websites, other publications about financial advisors, Additional Professions, the "financial advisor business" (as defined below) or the "Additional Professions business" (as defined below), (i) conducting, organizing, planning or speaking at conferences, events or Internet-based webinars, events and conferences targeted to financial advisors, Additional Professions or professionals or staff working for or representing a financial advisor business or an Additional Professions business, (i11) providing marketing services, whether online or offline, for financial advisors, Additional Professions or professionals or staff working for or representing a financial advisor business or an Additional Professions business, (iv) giving speeches and presentations targeted to financial advisors, Additional Professions or professionals or staff working for or representing a financial advisor business or an Additional Professions business, and/or (v) conducting and/or providing research, consulting, introduction and other similar services relating to financial advisors, Additional Professions or the financial advisor business or an Additional Professions Business, including without limitation consulting or education concerning "best practices" in the financial advisor business or providing introductions to or among financial advisors and/or Additional Professions; (*) be employed or otherwise engaged (as an employee, consultant or otherwise) by any entity or person engaged in a business which competes with Company's Business, directly or indirectly; and (*) have an ownership interest (except an ownership interest of less than *% of the outstanding stock of a publicly-traded corporation) in any business which competes with Company's Business, directly or indirectly, in any capacity, including without limitation, as an individual, partner, shareholder, officer, director, principal, agent, employee, trustee or consultant or any other relationship or capacity. For purposes of this Section *, (a) the term "Restricted Areas" shall mean the United States of America, Canada, Europe, Asia, and any other geographical market wherein, during the period of Employee's employment, Company conducts Business or has developed plans to conduct Business, (b) the term "Financial Advisor Business" shall mean the business of providing professional financial advisory services (for the sake of clarity, this term shall not include investment banking services or corporate research for investment banks or similar institutions), and (c) the term "Additional Professions business" shall mean the business being conducted by any particular Additional Profession. B. Non-Solicitation of Customers, Financial Advisors or Partners. During Employee's employment with Company and for a period of two (*) years following the date of Page * of * Employee Initials termination of Employee's employment with Company for any reason (hereinafter the "Non-Solicitation Period"), Employee shall not, directly or indirectly, through another person or entity (whether as owner, beneficial owner, partner, associate, agent, independent contractor, consultant, lender, employee, stockholder, officer or in any other capacity): (i) solicit, market to or do business with any present or former Customer, Financial Advisor or Partner (each as defined below) for purposes of providing products or services competitive with those provided by Company; or (ii) induce or attempt to induce any present or former Customer, Financial Advisor or Partner to cease, diminish, reduce and/or modify its business with Company or in any way interfere with the relationship between any such Customer, Financial Advisor or Partner and Company. For purposes of this section, the terms "Customer" "Financial Advisor" and "Partner" shall include any person or entity that was a client, customer, financial advisor or partner of Company (including prospective clients, customers, financial advisors or partners) or with whom Employee had contact in the course of Employee's business responsibilities during Employee's employment with Company. C. Non-Solicitation of Benefits, Gifts, Kickbacks, Bribes or Other Personal Gain.Non-Solicitation of Benefits, Gifts, Kickbacks, Bribes or Other Personal Gain. During Employee's employment with Company, Employee shall not, directly or indirectly, through another person (including a family member) or entity (whether as owner, beneficial owner, partner, associate, agent, independent contractor, consultant, lender, employee, stockholder, officer or in any other capacity): (i) solicit, receive, participate in or accept (or attempt to solicit, receive, participate in or accept), from any Customer, Financial Advisor, Partner, supplier, vendor or competitor of Company, any benefit, gift, kickback, bribe, or other form of personal gain which may create an actual or perceived conflict of interest with the Business of Company (including, without limitation, lavish entertainment, employment, contractual, romantic, sexual and/or other special relationship considerations); or (ii) seek employment or engagement with, interview, apply to be employed or engaged with, be employed or engaged by, or otherwise perform any services on behalf of any present or former Customer, Financial Advisor or Partner of Company, except in the performance of Employee's duties and responsibilities on behalf of Company. Notwithstanding the foregoing, Employee may receive gifts valuing $*.* or less from Customers, Financial Advisors, Partners, suppliers, or vendors of Company (but not competitors) during Employee's employment, provided Employee first receives prior approval from the Co-Founder/COO and/or Founder/President regarding same. D. Non-Solicitation of Employees and Independent Contractors. During Employee's employment with Company and throughout the Non-Solicitation Period, Employee shall not, directly or indirectly, through another person or entity (whether as owner, beneficial owner, partner, associate, agent, independent contractor, consultant, lender, employee, stockholder, officer or in any other capacity): (i) induce, encourage or solicit (or attempt to induce, encourage or solicit) any employee of Company to leave the employ of Company, or any independent contractor of Company to terminate, diminish, reduce and/or modify its contract with Company; (ii) take or attempt to take any action which interferes with the relationship between Company or any of its respective employees or independent contractors; or (ili) hire or attempt to hire any individual who was an employee or independent contractor of Company at any time during Employee's employment with Company. However, this covenant of non-solicitation shall not apply to employees or independent contractors who have ceased to be employed or engaged by Company for a period of at least two (*) years. Page * of * Employee Initials Reasonableness of Restrictive Covenants. Employee acknowledges that each of the provisions of this Section * are reasonable and necessary to protect the legitimate business interests of Company, and its present and potential business activities and the economic benefits derived therefrom; that the restrictions will not prevent Employee from earning a livelihood in Employee's chosen profession, that they do not impose an undue hardship on Employee, and that they will not injure the public. Tolling of Restrictive Period. The period of time during which Employee is prohibited from engaging in certain business practices pursuant to this Section * shall be extended by the length of time during which Employee is in breach of such covenants. G. Blue Pencil. If any portion of this Agreement is held by a court of competent jurisdiction or an arbitrator to be unreasonable, arbitrary or against public policy for any reason, that restrictive covenant shall be considered divisible as to line or scope of business, time, or geographic area and shall be modified by the court or an arbitrator to any of the foregoing in such a fashion as to be reasonable, non-arbitrary and not against public policy. The remainder of the Agreement shall remain in full force and effect.