Common use of Non-Solicitation/No Hire of Employees Clause in Contracts

Non-Solicitation/No Hire of Employees. During the period of your service with the Company and the additional period ending on the date that is one year after the date of termination of your service with the Company in all capacities for any reason (the “Non-Solicitation Period”), you shall not, without the prior written consent of the Company, directly or indirectly, in any manner, on your own behalf or on behalf of any other person, corporation, partnership, firm, institution or other business entity, (1) offer employment (or a consulting, agency, independent contractor or other similar position) to, or otherwise hire, any person who is (or was at any time during the six months prior to such offer or hiring) an employee, consultant, representative, officer or director of the Company, or (2) Solicit (as defined below) any such person to (x) accept employment (or any aforesaid position) with any company or entity with which you are then employed, providing services or otherwise affiliated, or (y) cease his or her relationship with the Company for any reason. This Section 5.C shall not apply to solicitation, recruitment, encouragement, inducement or termination during the period of your service with the Company on behalf of the Company.

Non-Solicitation/No Hire of Employees. During the period of your service with the Company and the additional period ending on the later of the fourth anniversary of the Closing Date and the date that is one year after the date of termination of your service with the Company in all capacities for any reason (the “Non-Solicitation Restricted Period”), you shall not, without the prior written consent of the Company, directly or indirectly, in any manner, on your own behalf or on behalf of any other person, corporation, partnership, firm, institution or other business entity, (1) offer employment (or a consulting, agency, independent contractor or other similar position) to, or otherwise hire, any person who is (or was at any time during the six months prior to such offer or hiring) an employee, consultant, representative, officer or director of the Company, or (2) Solicit (as defined below) any such person to (x) accept employment (or any aforesaid position) with any company or entity with which you are then employed, providing services or otherwise affiliated, or (y) cease his or her relationship with the Company for any reason. This Section 5.C 6.C shall not apply to solicitation, recruitment, encouragement, inducement or termination during the period of your service with the Company on behalf of the Company.