Common use of Non Solicitation Non Servicing Agreement and Protection of Confidential Information Clause in Contracts

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of (x) March 31, 2002 and (y) two years after the Date of Termination, he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of (x) March 31, 2002 2004 and (y) two years after the Date of Termination, he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of (x) March 31November 1, 2002 and (y) 2003 or two years after the Date of Termination, he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) that the highly competitive nature of the Company's business and the industry in which the Company competescompetes is highly competitive; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company Clients (as hereinafter defined) and/or the solicitation of prospective clients of the CompanyClients, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "“know-how" ” and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients Clients and employees of the Company; and (iv) that his rendering of services to the clients Clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) belowhereof) and trade secrets of the Company. In the course of the Executive's ’s employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company Clients and a knowledge of those clients' Clients’ affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to therefore be placed in the Executive's ’s hands in confidence and trust. The Executive consequently agrees that it is a legitimate interest of the Company, and reasonable and necessary for the protection of the confidential information, goodwill and business of the Company Company, which are valuable assets of the Company, that the Executive make the covenants contained herein herein, and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through for the later of (x) March 31, 2002 and (y) two years one year period after the Date of TerminationTermination (such period being referred to as the “Restricted Period”), he shall not, as an individual, employee, consultant, independent contractor, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company Quadris he has participated in and as a key executive of the Company he will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with Quadris placed and his position with the Company placed and places will place him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with Quadris and the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of (x) March 31, 2002 and (y) two years after the Date of Termination, he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of (x) March October 31, 2002 and (y) two years after the Date of Termination, he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of (x) March 31April 30, 2002 and (y) two years after the Date of Termination, he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business of the Group and the industry in which the Company Group competes; (ii) that as a key executive the President and Chief Executive Officer of the Company he has participated in Group and will continue to participate in the servicing his prior position as Chief Executive Officer of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other thingsGGT, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the CompanyGroup, in which matters members of the Company has Group have a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and Group places him in a position of confidence and trust with the clients and employees of members of the CompanyGroup; and (iv) that his rendering of services to the clients of the Company Group necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Companymembers of the Group. In the course of the Executive's employment with the CompanyCompany and GGT, the Executive has and will continue to develop a personal relationship with the clients of members of the Company Group and a knowledge of those clients' affairs and requirements, and that the relationship of members of the Company Group with its their established clientele has been and will continue to therefore be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company Group that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and thereafter through the later of longer of: (x) March 31, 2002 the Severance Period and (y) two years after the Date of Termination, Termination he shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) that the highly competitive nature of the Company's business and the industry in which the Company competescompetes is highly competitive; (ii) that as a key executive of the Company he has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Companyclients, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his position with the Company placed and places him in a position of confidence and trust with the clients and employees of the Company; and (iv) that his rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) belowhereof) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to therefore be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is a legitimate interest of the Company, and reasonable and necessary for the protection of the confidential information, goodwill and business of the Company Company, which is valuable to the Company, that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he is employed by the Company and for the two year period thereafter through (such period being referred to as the later of (x) March 31, 2002 and (y) two years after the Date of Termination"Restricted Period"), he shall not, as an individual, employee, consultant, independent contractor, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his ceasing to be employed by the Company:

Non Solicitation Non Servicing Agreement and Protection of Confidential Information. (a) The Executive acknowledges (i) the highly competitive nature of the Company's business and the industry in which the Company competes; (ii) that as a key executive of the Company he she has participated in and will continue to participate in the servicing of current clients of the Company and/or the solicitation of prospective clients of the Company, through which, among other things, the Executive has obtained and will continue to obtain knowledge of the "know-how" and business practices of the Company, in which matters the Company has a substantial proprietary interest; (iii) that his her employment hereunder requires the performance of services which are special, unique, extraordinary and intellectual in character, and his her position with the Company placed and places him her in a position of confidence and trust with the clients and employees of the Company; and (iv) that his her rendering of services to the clients of the Company necessarily requires the disclosure to the Executive of confidential information (as defined in paragraph 8(b) below) of the Company. In the course of the Executive's employment with the Company, the Executive has and will continue to develop a personal relationship with the clients of the Company and a knowledge of those clients' affairs and requirements, and that the relationship of the Company with its established clientele has been and will continue to be placed in the Executive's hands in confidence and trust. The Executive consequently agrees that it is reasonable and necessary for the protection of the confidential information, goodwill and business of the Company that the Executive make the covenants contained herein and that the Company would not have entered into this Agreement unless the covenants set forth in this paragraph 8 were contained in this Agreement. Accordingly, the Executive agrees that during the period that he she is employed by the Company and thereafter through the later of (x) March 31, 2002 and (y) two years after the Date of Termination, he she shall not, as an individual, consultant, partner, shareholder, employee or in any other capacity whatsoever, or in association with any other person, business or enterprise, except on behalf of the Company, directly or indirectly, and regardless of the reason for his her ceasing to be employed by the Company: