Non-Solicitation. Participant will not, during his or her employment with the Company and its Affiliates and for the three (3) year period immediately after Participant’s termination of employment with the Company and its Affiliates, directly or indirectly through any other person, corporation, partnership, company, joint venture, or other business entity or trust:

Non-Solicitation. As a condition to participation in the Plan, each Participant agrees that, in the event the Participant voluntarily terminates his employment other than for Good Reason, for the period of one year following the Date of Termination, he will not, during hisdirectly or her employment withindirectly, solicit or hire, or encourage the solicitation or hiring by any employer other than the Company and its Affiliates and for the three (3) year period immediately after Participant’s termination of employment with the Company andor its Affiliates, directlyfor any position as an employee, independent contractor, consultant or indirectly throughotherwise, any other person, corporation, partnership, company, joint venture,person who was a managerial or other business entity or trust:higher level employee of an Employer at any time during the term of the Participant’s employment by the Employer; provided, however, that this provision shall not apply with respect to the solicitation of any person after six months from the date on which such person’s employment by an Employer has terminated.

Non-Solicitation. Participant will not, during his or her employment withSolicitation of Employees. For a period of two (2) years following the Company and its Affiliates and for the three (3) year period immediately after Participant’s termination of employment withemployment, regardless of the Company and its Affiliates,reason for or the manner of termination, the Participant shall not directly or indirectly throughinduce or be involved in the recruitment of any other person, corporation, partnership, company, joint venture,person who was an employee of the Corporation or otherany Affiliate at the termination date and with whom the Participant had material dealings during the last two (2) years preceding the termination date to leave the employment of the Corporation or any Affiliate. Furthermore, the Participant shall not for a period of two (2) years following the termination date directly or indirectly induce or be involved in the recruitment of any person who was an employee of the Corporation or any Affiliate at the termination date and with whom the Participant had material dealings during the last two (2) preceding the termination date to become employed by, associated with and/or form part of any business entity or trust:concern, in any capacity whatsoever, of any Competitor. The Participant must inform the Corporation immediately on becoming aware of any such recruitment.

Non-Solicitation.Solicitation of Employees. The Participant will not, during his or her employmentrecognizes the substantial expenditure of time and effort which the Company Group devotes to the recruitment, hiring, orientation, training and retention of its employees. Accordingly, the Participant agrees that, for a period beginning on the date hereof and ending two (2) years after termination of Participant’s service with the Company and its Affiliates andGroup, regardless of the reason for such termination, the three (3) year period immediately after Participant’s terminationParticipant shall not, directly or indirectly, for himself or herself or on behalf of any other person or entity, solicit, offer employment withto, hire or otherwise retain the services of any employee of the Company and its Affiliates, directly or indirectly through any other person, corporation, partnership, company, joint venture, or other business entity or trust:Group.

Non-Solicitation. Participant will not, during his or her employment withSolicitation of Employees. For a period of two (2) years following the Company and its Affiliates and for the three (3) year period immediately after Participant’s termination of employment withemployment, regardless of the Company and its Affiliates,reason for or the manner of termination, the Participant shall not directly or indirectly throughinduce or be involved in the recruitment of any other person, corporation, partnership, company, joint venture,person who was an employee of the Corporation or otherany Affiliate at the termination date and with whom the Participant had material dealings during the last two (2) years preceding the termination date to leave the employment of the Corporation or any Affiliate. Furthermore, the Participant shall not for a period of two (2) years following the termination date directly or indirectly induce or be involved in the recruitment of any person who was an employee of the Corporation or any Affiliate at the termination date and with whom the Participant had material dealings during the last two (2) preceding the termination date to become employed by, associated with and/or form part of any business entity or trust:concern, in any capacity whatsoever, of any Competitor. The Participant must inform the Corporation immediately on becoming aware of any such recruitment.

Non-Solicitation. Participant will not, during his or herDuring the period of your employment with the Company andor any of its Affiliatesaffiliates, and for a period of months after the three (3) year period immediately after Participant’s terminationcessation of your employment for any reason, whether with the Company and its Affiliates,or without Cause, you will not, directly or indirectly through, on your own behalf or on behalf of any other person, corporation, partnership, company, joint venture,and whether through your own efforts or through the efforts or employing the assistance of any other business entityperson (including without limitation any consultant or trust:any person employed by or associated with any person with whom you become employed or associated):

Non-Solicitation.Solicitation of Employees. For a period of two (2) years following the termination of employment, regardless of the reason for or the manner of termination, the Participant willshall not, during hiswith respect to any person who was an employee of the Corporation or her employment withany Affiliate at the Company and its Affiliates and for the three (3) year period immediately after Participant’s termination of employmentdate and with whom the Company and its Affiliates,Participant had material dealings during the last two (2) years preceding the Participant’s termination date, # directly or indirectly throughinduce such person to leave the employment of the Corporation or of any otherAffiliate, or # be otherwise involved in the recruitment of such person, corporation, partnership, company, joint venture,to leave the employment of the Corporation or otherof any Affiliate. Furthermore, the Participant shall not for a period of two (2) years following the termination date regardless of the reason for or the manner of termination, with respect to any person who was an employee of the Corporation or any Affiliate at the Participant’s termination date and with whom the Participant had material dealings during the last two (2) years preceding the Participant’s termination date, # directly or indirectly induce such person to leave the employment of the Corporation or of any Affiliate to become employed by, associated with and/or form part of any business entity or trust:concern, in any capacity whatsoever, of any Competitor or # be otherwise involved in the recruitment of such person to become employed by, associated with and/or form part of any business or concern, in any capacity whatsoever, of any Competitor. The Participant must inform the Corporation immediately on becoming aware of any such recruitment.

Non-Solicitation.Solicitation of Employees. For a period of two (2) years following the termination of employment, regardless of the reason for or the manner of termination, the Participant willshall not, during hiswith respect to any person who was an employee of the Corporation or her employment withany Affiliate at the Company and its Affiliates and for the three (3) year period immediately after Participant’s termination of employmentdate and with whom the Company and its Affiliates,Participant had material dealings during the last two (2) years preceding the Participant’s termination date, # directly or indirectly throughinduce such person to leave the employment of the Corporation or of any otherAffiliate, or # be otherwise involved in the recruitment of such person, corporation, partnership, company, joint venture,to leave the employment of the Corporation or otherof any Affiliate. Furthermore, the Participant shall not for a period of two (2) years following the termination date regardless of the reason for or the manner of termination, with respect to any person who was an employee of the Corporation or any Affiliate at the Participant’s termination date and with whom the Participant had material dealings during the last two (2) preceding the Participant’s termination date, # directly or indirectly induce such person to leave the employment of the Corporation or of any Affiliate to become employed by, associated with and/or form part of any business entity or trust:concern, in any capacity whatsoever, of any Competitor or # be otherwise involved in the recruitment of such person to become employed by, associated with and/or form part of any business or concern, in any capacity whatsoever, of any Competitor. The Participant must inform the Corporation immediately on becoming aware of any such recruitment.