Customer Non-Solicit. During the Restriction Period, no Seller or Seller Affiliate shall, directly or indirectly, solicit or induce, or actively encourage (or attempt to do any of the foregoing), any customer, supplier, licensor or licensee of any Target Company or the Business as of Closing Date or any prospective customer, supplier, licensor, or licensee that has been targeted by any Target Company or the Business within the six (6) month period prior to the Closing Date to # terminate or otherwise materially and adversely modify its relationship with any Target Company or the Business or # engage in business with a competitor of any Target Company or the Business.
CustomerEmployee Non-Solicit.Solicitation. During the Restriction Period, no Seller or Seller Affiliate shall, directly or indirectly, solicit# encourage any Business Employee as of the Closing Date to terminate their relationship with the Buyer or induce,Buyer’s Affiliates (including the Target Companies) or actively encouragethe Business, or # solicit, hire, retain, employ or otherwise engage (or attempt to do the same) any officer, director, manager, employee or independent contractor of the foregoing), any customer, supplier, licensor or licensee of any Target CompanyCompanies or the Business as of Closing Datewho is or any prospective customer, supplier, licensor, or licensee that has been targeted by any Target Company or the Businesswas within the six (6) month period prior to the Closing Datedate upon which such solicitation would occur an officer, director, manager, employee, agent or independent contractor of the Buyer or Buyer’s Affiliates; provided, however, that the foregoing shall not prohibit Sellers and Sellers’ Affiliates from making any general solicitation for employment that is not specifically targeted to # terminatethe officers, directors, managers, employees or otherwise materially and adversely modify its relationship with anyindependent contractors of the Target CompanyCompanies or the Business or # engage in business with a competitor of any Target Company or the Business.
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