Common use of Non-Solicitation Obligations Clause in Contracts

Non-Solicitation Obligations. So long as SFI or any of its subsidiaries is the Servicer or otherwise performing services pursuant to the Servicing Agreement and for a period of two (2) years thereafter, no Buyer or any of its Affiliates that receives or otherwise obtains any Confidential Information, or any director, officer, manager or employee of any of the foregoing in their capacity as such (collectively, the “Restricted Parties”) shall (i) directly or indirectly solicit the employment or engagement of services of any person or (ii) employ, hire, contract with or otherwise engage any person, who in case of clauses (i) and (ii), is or was employed as an employee, consultant or contractor of SFI, Subservicer (as such term is defined in the Side Letter) or any of their respective subsidiaries during the term of the Servicing Agreement (the “Non-Solicitation Obligations”); provided, however, that this Section 11(f) shall not be deemed to (A) prohibit a general solicitation of employment not directed solely at an employee, consultant or contractor of SFI (including through the means of non-directed solicitations from a recruiting service), (B) prohibit a Restricted Party from hiring as an employee, contracting with or retaining as a consultant a person who has not been employed by or contracted with SFI or any Subservicer or any of their respective subsidiaries at any time during the 12 months prior to the date such Member or Affiliate hires, contracts with or retains as a consultant such person or (C) prohibit the Restricted Parties from hiring any person who responds to a general solicitation permitted hereunder or who contacts a Restricted Party on his or her own initiative without any encouragement from a Restricted Party. The obligations of the Restricted Parties under this Section 11(f) shall be binding upon any assignee of any Buyer. Each Buyer shall comply with, and shall cause its Affiliates and Restricted Parties to comply with, the Non-Solicitation Obligations.

Non-Solicitation Obligations. So long as SFI (a) The VE Member Representative agrees that it shall not, directly or indirectly, solicit for employment or hire or employ without VI’s prior written consent (such consent not to be unreasonably withheld, conditioned or delayed) any current or former employee of VI or any of its subsidiaries is Subsidiaries (including, from and after the Servicer or otherwise performing services pursuant to the Servicing Agreement Closing, VE and for a period of two (2) years thereafter, no Buyer or any of its Affiliates that receives or otherwise obtains any Confidential Information, or any director, officer, manager or employee of any of the foregoing in their capacity as such (collectively, the “Restricted Parties”) shall (i) directly or indirectly solicit the employment or engagement of services of any person or (ii) employ, hire, contract with or otherwise engage any person, who in case of clauses (i) and (ii), is or was employed as an employee, consultant or contractor of SFI, Subservicer (as such term is defined in the Side Letter) or any of their respective subsidiaries during the term of the Servicing Agreement (the “Non-Solicitation Obligations”Subsidiaries); provided, however, that this Section 11(fthat: (i) the VE Member Representative may engage in general solicitations of employment not specifically directed at current or former employees of VI or any of its Subsidiaries (including, from and after the Closing, VE and its Subsidiaries); (ii) prior to the Closing and during the thirty (30) calendar day period following the Closing, the VE Member Representative may solicit for employment, hire or employ any person employed by VE or any of its Subsidiaries prior to the Closing, and the VE Member Representative shall be permitted to request VI’s consent (not to be deemed unreasonably withheld) to a reasonable extension to such period in respect of particular individuals; provided, that: (A) prohibit a general solicitation of employment not directed solely such persons shall be at an employee, consultant the ‘Director’ level or contractor of SFI (including through the means of non-directed solicitations from a recruiting service), below in their current role; and (B) prohibit a Restricted Party from hiring as an employee, contracting with no more than two (2) such individuals shall actually be employed by the VE Member Representative; (iii) the VE Member Representative may solicit for employment or retaining as a consultant a person hire or employ any individual who has not been employed by or contracted with SFI ceased to be an employee of VE or any Subservicer of its Subsidiaries prior to the Closing; and (iv) the VE Member Representative may solicit for employment or hire or employ any individual who has ceased to be an employee of VI, VE or any of their respective subsidiaries Subsidiaries at any time during the least 12 months prior to such solicitation, hiring or employment. (b) VE (prior to the date such Closing) or the VE Member Representative (after the Closing) shall notify VI of the appointment or Affiliate hires, contracts with or retains as a consultant such person or (C) prohibit the Restricted Parties from hiring hire of any person who responds current VE employee to a general solicitation permitted hereunder or who contacts a Restricted Party on his or her own initiative without any encouragement from a Restricted Partyrole within the VE Member Representative. The obligations of the Restricted Parties under this Section 11(f) shall be binding upon any assignee of any Buyer. Each Buyer shall comply with, and shall cause its Affiliates and Restricted Parties to comply with, the Non-Solicitation Obligations.[Signature Page Follows]

Non-Solicitation Obligations. So long as SFI (a) The VE Member Representative agrees that it shall not, directly or indirectly, solicit for employment or hire or employ without VI’s prior written consent (such consent not to be unreasonably withheld, conditioned or delayed) any current or former employee of VI or any of its subsidiaries is Subsidiaries (including, from and after the Servicer or otherwise performing services pursuant to the Servicing Agreement Closing, VE and for a period of two (2) years thereafter, no Buyer or any of its Affiliates that receives or otherwise obtains any Confidential Information, or any director, officer, manager or employee of any of the foregoing in their capacity as such (collectively, the “Restricted Parties”) shall (i) directly or indirectly solicit the employment or engagement of services of any person or (ii) employ, hire, contract with or otherwise engage any person, who in case of clauses (i) and (ii), is or was employed as an employee, consultant or contractor of SFI, Subservicer (as such term is defined in the Side Letter) or any of their respective subsidiaries during the term of the Servicing Agreement (the “Non-Solicitation Obligations”Subsidiaries); provided, however, that this Section 11(fthat: (i) the VE Member Representative may engage in general solicitations of employment not specifically directed at current or former employees of VI or any of its Subsidiaries (including, from and after the Closing, VE and its Subsidiaries); (ii) prior to the Closing and during the thirty (30) calendar day period following the Closing, the VE Member Representative may solicit for employment, hire or employ any person employed by VE or any of its Subsidiaries prior to the Closing, and the VE Member Representative shall be - 66 - permitted to request VI’s consent (not to be deemed unreasonably withheld) to a reasonable extension to such period in respect of particular individuals; provided, that: (A) prohibit a general solicitation of employment not directed solely such persons shall be at an employee, consultant the ‘Director’ level or contractor of SFI (including through the means of non-directed solicitations from a recruiting service), below in their current role; and (B) prohibit a Restricted Party from hiring as an employee, contracting with no more than two (2) such individuals shall actually be employed by the VE Member Representative; (iii) the VE Member Representative may solicit for employment or retaining as a consultant a person hire or employ any individual who has not been employed by or contracted with SFI ceased to be an employee of VE or any Subservicer of its Subsidiaries prior to the Closing; and (iv) the VE Member Representative may solicit for employment or hire or employ any individual who has ceased to be an employee of VI, VE or any of their respective subsidiaries Subsidiaries at any time during the least 12 months prior to such solicitation, hiring or employment. (b) VE (prior to the date such Closing) or the VE Member Representative (after the Closing) shall notify VI of the appointment or Affiliate hires, contracts with or retains as a consultant such person or (C) prohibit the Restricted Parties from hiring hire of any person who responds current VE employee to a general solicitation permitted hereunder or who contacts a Restricted Party on his or her own initiative without any encouragement from a Restricted Partyrole within the VE Member Representative. The obligations of the Restricted Parties under this Section 11(f) shall be binding upon any assignee of any Buyer. Each Buyer shall comply with, and shall cause its Affiliates and Restricted Parties to comply with, the Non-Solicitation Obligations.[Signature Page Follows]