Common use of Non-solicitation of Customers or Employees Clause in Contracts

Non-solicitation of Customers or Employees. During the term of the Executive’s employment with the Company or any Affiliate and for a period of two years after the termination of such employment for any reason, the Executive shall not, directly or indirectly, as an officer, employee, consultant, agent, partner, joint venturer or owner of any other person, firm or other entity which is engaged in any business which is competitive with the business of the Company or any of its Affiliates, (a) initiate contact with, solicit or cause the solicitation of any current, former or prospective customer of the Company or any Affiliate with which the Executive had direct or indirect contact as an employee of the Company during the eighteen month period preceding the Executive’s termination of employment with the Company or any Affiliate or regarding which the Executive has Proprietary Information or (b) contact, solicit or cause the solicitation of any employee of the Company or any Affiliate the product of which is intended or likely to yield a termination of, or otherwise materially adversely affect, the relationship of such employee with the Company or any Affiliate. Notwithstanding the foregoing, the restrictions contained in this Section 8 shall terminate and be of no further force or effect upon the occurrence of a Change in Control, regardless of whether such Change in Control occurs prior to the termination of the Executive’s employment with the Company or an Affiliate or following such termination and during the period such restrictions would otherwise be applicable.

Non-solicitation of Customers or Employees. During the term of the Executive’s employment with the Company or any Affiliate and for a period of two years after the termination of such employment for any reason, the Executive shall not, directly or indirectly, as an officer, employee, consultant, agent, partner, joint venturer or owner of any other person, firm or other entity which is engaged in any business which is competitive with the business of the Company or any of its Affiliates, , (a) initiate contact with, solicit or cause the solicitation of any current, former or prospective customer of the Company or any Affiliate with which the Executive had direct or indirect contact as an employee of the Company during the eighteen month period preceding the Executive’s termination of employment with the Company or any Affiliate or regarding which the Executive has Proprietary Information or (b) contact, solicit or cause the solicitation of any employee of the Company or any Affiliate the product of which is intended or likely to yield a termination of, or otherwise materially adversely affect, the relationship of such employee with the Company or any Affiliate. Notwithstanding the foregoing, the restrictions contained in this Section 8 shall terminate and be of no further force or effect upon the occurrence of a Change in Control, regardless of whether such Change in Control occurs prior to the termination of the Executive’s employment with the Company or an Affiliate or following such termination and during the period such restrictions would otherwise be applicable.

Non-solicitation of Customers or Employees. During the term of the Executive’s 's employment with the Company or any Affiliate and for a period of two TWO years after the termination of such employment for any reason, the Executive shall not, directly or indirectly, as an officer, employee, consultant, agent, partner, joint venturer or owner of any other person, firm or other entity which is engaged in any business which is competitive with the business of the Company or any of its Affiliates, (a) initiate contact with, solicit or cause the solicitation of any current, former or prospective customer of the Company or any Affiliate with which the Executive had direct or indirect contact as an employee of the Company during the eighteen EIGHTEEN month period preceding the Executive’s 's termination of employment with the Company or any Affiliate or regarding which the Executive has Proprietary Information or (b) contact, solicit or cause the solicitation of any employee of the Company or any Affiliate the product of which is intended or likely to yield a termination of, or otherwise materially adversely affect, the relationship of such employee with the Company or any Affiliate. Notwithstanding the foregoing, the restrictions contained in this Section 8 shall terminate and be of no further force or effect upon the occurrence of a Change in Control, regardless of whether such Change in Control occurs prior to the termination of the Executive’s 's employment with the Company or an Affiliate or following such termination and during the period such restrictions would otherwise be applicable.