Common use of Non-Recruitment of Affiliated Group Employees Clause in Contracts

Non-Recruitment of Affiliated Group Employees. The Executive shall not, at any time during the Restricted Period (as defined in this Section 7(b)), without the prior written consent of the Company, directly or indirectly, solicit, recruit, or employ (whether as an employee, officer, agent, consultant or independent contractor) any person who is or was at any time during the previous 120 days, an employee, representative, officer or director of any member of the Affiliated Group. Further, during the Restricted Period, the Executive shall not take any action that could reasonably be expected to have the effect of directly encouraging or inducing any person to cease their relationship with any member of the Affiliated Group for any reason, except for terminations of employment in the ordinary course of business. This Section 7(b) shall not apply to (i) recruitment of employees for the Affiliated Group, (ii) the Executive’s personal administrative staff who perform secretarial-type functions or (iii) the hiring of any person (in the absence of a solicitation or recruitment by the Executive) unless (A) the person was one of the Executive’s direct reports, (B) the Executive had material or frequent contact with such person in furtherance of the performance of the duties of such person or the Executive, or (C) the Executive, prior to the Date of Termination, actively participated in the recruitment or hiring of such person at the Company other than merely approving any of the terms of such person’s employment. Additionally, a general employment advertisement by an entity of which the Executive is a part will not constitute solicitation or recruitment. The “Restricted Period” shall mean the period of the Executive’s employment with the Company and its subsidiaries through the second anniversary of the Date of Termination.

Non-Recruitment of Affiliated Group Employees. The Executive shall not, at any time during the Restricted Period (as defined in this Section 7(b)), without the prior written consent of the Company, directly or indirectly, solicit, recruit, or employ (whether as an employee, officer, agent, consultant or independent contractor) any person who is or was at any time during the previous 120 daysdays prior to Executive’s termination of employment, an employee, representative, officer or director of any member of the Affiliated Group and who possesses confidential information of the Affiliated Group. Further, during the Restricted Period, the Executive shall not take any action that could reasonably be expected to have the effect of directly encouraging or inducing any person to cease their relationship with any member of the Affiliated Group for any reason, except for terminations of employment in the ordinary course of business. This Section 7(b) shall not apply to (i) recruitment of employees for the Affiliated Group, (ii) the Executive’s personal administrative staff who perform secretarial-type functions or (iii) the hiring of any person (in the absence of a solicitation or recruitment by the Executive) unless (A) the person was one of the Executive’s direct reports, (B) the Executive had material or frequent contact with such person in furtherance of the performance of the duties of such person or the Executive, or (C) the Executive, prior to the Date of Termination, actively participated in the recruitment or hiring of such person at the Company other than merely approving any of the terms of such person’s employment. Additionally, a general employment advertisement by an entity of which the Executive is a part will not constitute solicitation or recruitment. The “Restricted Period” shall mean the period of the Executive’s employment with the Company and its subsidiaries through the second anniversary of the Date of TerminationTermination for any reason.