Non-Solicitation. The Participant agrees that, during the Restriction Period, the Participant shall not, and shall not assist any other person to directly or indirectly: # solicit or encourage any customer of the Company or any of its Affiliates to terminate or diminish its relationship with them; # seek to persuade any such customer or any prospective customer of the Company or any of its Affiliates to conduct with anyone else any business or activity which such customer or prospective customer conducts or could conduct with the Company or any of its Affiliates; # hire or solicit for hiring any employee of the Company or any of its Affiliates or seek to persuade any employee of the Company or any of its Affiliates to discontinue employment; or #

Non-Solicitation. As a condition of participation in this Plan, each Participant shall have agreed, in addition to any non-solicitation obligation in existence in any other agreement with the Company (including any offer letter, employment agreement or proprietary information or confidentiality agreement), that during the 12-month period following the Participant’s termination of service with the Company for any reason, the Participant shall not in any capacity, whether directly or indirectly, solicit or attempt to solicit away from the Company any of its officers or employees; provided, however, that a general advertisement to which an employee of the Company responds shall in no event be deemed to result in a breach of this Section 6.1.

Non-Solicitation. Unless otherwise agreed by the Parties in an SOW, during the term of an SOW and for a period of six (6) months thereafter, neither Party shall directly or indirectly, hire or solicit for employment the personnel of the other Party of whom they first became aware because of Services under an applicable SOW without first obtaining the other Party’s written consent. Nothing in this Section 14.5 shall prevent a Party from hiring an employee of the other Party where such individual # contacted a Party on his/her own initiative without direct or indirect solicitation or encouragement from the hiring Party or # otherwise responds to an independent employment advertisement to the general public.

Non-Solicitation. Executive agrees that for the one year period after the date Executive’s employment ends, Executive will not, as an officer, director, employee, consultant, owner, partner, or in any other capacity, either directly or through others, solicit, induce, encourage, or participate in soliciting, inducing or encouraging any employee, consultant, or independent contractor of the Company to terminate his, his or its relationship with the Company or its affiliates, even if Executive did not initiate the discussion or seek out the contact.

While employed by the Company and its Affiliates, and during the 18-month period or after employment with the Company and its Affiliates ends, Employee will not directly nor indirectly, on Employee’s own behalf or on behalf of any person or entity, recruit, hire, solicit, or assist others in recruiting, hiring, or soliciting any person, who is, at the time of the recruiting, hiring, or solicitation, an employee, consultant, or contractor of the Company to leave the Company and its Affiliates, diminish their relationship with the Company and its Affiliates, or work for a competing business. This restriction will be limited to persons: # with whom Employee had contact or business dealings while employed by the Company and its Affiliates; # who worked in Employee’s business unit (Group); or # about whom Employee had access to confidential information. In the event of breach by Employee, the specified period will be extended by the period of time of the breach.

NON-SOLICITATION. For a period of two years following the termination of Employee’s employment and consulting agreement, Employee will not hire, recruit, solicit or induce any employee of the Company who possesses confidential information of the Company to terminate his or her employment with the Company and/or to seek employment with her new or prospective employer.

. The Executive agrees that, during the Executive’s employment with the Company and for a period commencing on the Executive’s Separation from Service and ending on the first anniversary of the Executive’s Separation from Service (the “Restricted Period”), the Executive shall not, directly or indirectly, other than in connection with the proper performance of the Executive’s duties in the Executive’s capacity as an executive of the Company, # interfere with or attempt to interfere with any relationship between the Company Group and any of its employees, consultants, independent contractors, agents or representatives or # encourage, induce, attempt to induce, solicit or attempt to solicit any current or former employee, consultant, independent contractor, agent or representative of the Company Group in a business competitive with the Company Group to leave his, her or its employment or service with the Company Group. As used herein, the term “indirectly” shall include, without limitation, the Executive’s grant of permission to use the Executive’s name by any competitor of any member of the Company Group to induce or interfere with any employee or any other service provider of any member of the Company Group.

Non-Solicitation. Consultant agrees that during the term of this Agreement and for a period of one (1) year thereafter, Consultant shall not, directly or indirectly, # solicit, divert, or take away, or attempt to divert or take away, the business or patronage of any actual or prospective clients, customers, or accounts of [[Agenus:Organization]], or # recruit, solicit, or hire any employee of [[Agenus:Organization]], or induce or attempt to induce any employee of [[Agenus:Organization]], to discontinue his relationship with [[Agenus:Organization]].

Non-Solicitation. During the twelve (12) months following the termination of Executive’s employment with the Company for any reason, Executive agrees and acknowledges that Executive’s right to receive the payments and benefits Executive is to receive herein (to the extent Executive is otherwise entitled to such payments and benefits), shall be conditioned upon Executive not either directly or indirectly soliciting, inducing, attempting to hire, recruiting, encouraging, taking away, hiring any employee of the Company or causing an employee to leave his/her employment either for Executive or for any other entity or person.

Non Solicitation. All personnel representing MDBI are employees or contracted agents of MDBI. Accordingly, except for Murphy’s service and as otherwise agreed to by the Company in writing, they are not retainable by the Company. Unless agreed to in writing by MDBI, the Company hereby agrees not to solicit, attempt to hire or retain their services for so long as they are employees or contracted agents of MDBI and for one year thereafter. The above notwithstanding, it is not a breach of this provision to hire an individual who applies to Company’s job posting without being recruited by Company, in which case no liquidated damages shall be owed.