Common use of Non-Solicitation or Hire Clause in Contracts

Non-Solicitation or Hire. During the Term and for a period of 36 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During While employed by the Term Company and for a period of 36 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any Xxxxxxx X. Xxxxxxx Employment Agreement employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During While employed by the Term Company and for a period of 36 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation Xxxx X. Xxxxxx Executive Chairman Agreement of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During the Term and for a period of 36 12 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any Xxx X. Xxxxxxxx Employment Agreement member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During the Term and for a period of 36 12 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.. Xxx X. Xxxxxxxx Employment Agreement

Non-Solicitation or Hire. During While employed by the Term Company and for a period of 36 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During the Term and for a period of 36 12 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or Xxx X. Xxxxxxxx Employment Agreement any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During While employed by the Term Company and for a period of 36 months following the termination of Executive’s employment for any reason (whether during or after the Term) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or attempt to solicit or induce, directly or indirectly: (1) any person who is a client, customer or policyholder of any member of the Company Group, or who was a client, customer or policyholder of any member of the Company Group at any time during the one-year period immediately Xxxxxxx X. Xxxxxxx Employment Agreement prior to the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any member of the Company Group and (2) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor or consultant to, any member of the Company Group during the one-year period immediately prior to the Termination Date to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company Group, in either case, to enter into a similar relationship with Executive or any other person or any entity in competition with any member of the Company Group. During the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, with any employee of, or independent contractor or consultant to, any member of a Company Group or any person who was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Company.

Non-Solicitation or Hire. During the Term and for a period of 36 months and, following the termination of the Executive’s employment for any reason reason, except as set forth in Section 5.3, for a period of twenty-four (whether during or after 24) months, the TermExecutive shall not (a) (the “Non-Solicit Period”), Executive will not directly or indirectly solicit or solicit, attempt to solicit or induce, directly or indirectly: induce (1x) any person party who is a client, customer or policyholder of any member of the Company Groupor its subsidiaries, or who was a client, customer or policyholder of any member of the Company Group or its subsidiaries at any time during the one-year twelve (12) month period immediately prior to the date the Executive’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any member supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company Group and or any of its subsidiaries or affiliates (2a “Current Employee”) any employee of, or independent contractor or consultant to, any member of the Company Group or any person who was an employee of, or independent contractor of or consultant to, any member of to the Company Group or any of its subsidiaries or affiliates during the one-year six (6) month period immediately prior to the Termination Date date the Executive’s employment terminates (a “Former Employee”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee’s employment relationship or such independent contractor’s or consultant’s relationship with such member of the Company GroupProtected Parties in order, in either case, to enter into a similar relationship with Executive the Executive, or any other person or any entity entity; provided, however, that nothing in competition with any member Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company Group. During or its subsidiaries or affiliates or (ii) preclude the Non-Solicit Period, Executive will not enter into an employment, consulting or independent contractor relationship, directly or indirectly, from employing any person whose employment with any employee of, or independent contractor or consultant to, any member of a the Company Group or any person who of its subsidiaries or affiliates was an employee of, or independent contractor or consultant to, any member of a Company Group during the one-year period immediately prior to the date Executive’s employment terminates. Notwithstanding the foregoing, solicitations incidental to general advertising or other general solicitations in the ordinary course not specifically targeted at such employees, independent contractors or consultants and employment of (or entry into an independent contractor or consultancy relationship with) any person not otherwise solicited in violation hereof shall not be considered a violation of this Section 7(c). Executive shall not be in violation of this Section 7(c) solely by providing a reference for a former employee of, or independent contractor or consultant to, the Companyinvoluntarily terminated.