Solicitation by Members Clause Samples

Solicitation by Members. No Member nor any Member’s Affiliates shall, so long as such Person is a Member or an Affiliate of a Member and for a period of 12 months thereafter, directly or indirectly through another Person or entity, (i) induce or attempt to induce any employee of managerial level of the Company or any Subsidiary to leave the employ of the Company or such Subsidiary, or in any way knowingly interfere with the relationship between the Company or any Subsidiary and such employee, (ii) actively solicit for hire (except through a general solicitation not targeted to employees of the Company or any Subsidiary) any employee of managerial level of the Company or any Subsidiary or (iii) knowingly induce or attempt to induce any customer or potential customer, supplier, licensee, licensor, franchisee or other business relation of the Company or any Subsidiary to cease doing business with the Company or such Subsidiary, or in any way knowingly interfere with the relationship between any such customer, supplier, licensee or business relation and the Company or any Subsidiary; provided, that this Section 10.20 shall not apply to or restrict any Guggenheim Entity, any Silver Rock Member (including its Affiliates) or any Wellington Entity.