“Conflicting Products/Services” means any products or services that would compete with any products or services being offered, sold, or provided by the Company at the time of enforcement of this Agreement.

No Solicitation of Employees/Customers. The Participant agrees that the no-employee solicitation covenant in this [Section 5.b.(v)] constitutes a reasonable and appropriate means, consistent with the best interests of both the Participant and the Company, to protect the Company’s interests in providing valuable equity compensation to the Participant and in preventing the loss or disclosure of the Company’s Confidential Information. As an inducement for the Company’s agreement to provide the Participant the equity compensation in this Agreement, and to provide the Participant with the Company’s Confidential Information, the Participant agrees that during the Participant’s employment, and for a period of one (1) year following the termination or resignation of the Participant’s employment, for whatever reason, the Participant will not, alone or in combination with any individual, partner(s), company, corporation, or other entity or business with which he is in any way affiliated, including, without limitation, any partner, limited partner, member, director, officer, shareholder, employee, or agent of any such entity, recruit, solicit, request, induce or attempt to influence, directly or indirectly, any employee of the Company to resign or terminate employment with the Company. The Participant agrees that for a period of one year (or, in the event the Awarded Units vest in accordance with [Section 3.g]. above, four years) following the termination or resignation of his employment, for whatever reason, whether involuntary or voluntary, he shall not, directly or indirectly, as an owner, stockholder, director, employee, partner, agent, broker, consultant or other participant solicit a customer or prospective customer, or accept any business from a customer or prospective customer with whom he or she has done business or with whom he or she has had contact during the last twelve (12) months of the Participant’s employment with the Company.

Non-Solicitation of Customers and Employees. During the Restricted Period, the Employee agrees that he or she will not, directly or indirectly, for his own account or on behalf of any other person or entity, # solicit, call upon or accept business from, any customer of the Company with whom Employee (or any person supervised or directed by Employee) has had direct personal contact, or about whom Employee has learned Confidential Information or other business information in the course of Employee’s employment with the Company (a “Restricted Customer”); or # interfere with the business relationship between the Restricted Customer and the Company; or # solicit, induce, persuade or hire, or attempt to solicit, induce, persuade or hire, or assist any third party in the solicitation, inducement, persuasion or hiring of, any employee of the Company who worked for the Company during Employee’s tenure with the Company, to leave the employ of the Company.

Non-solicitation of Customers. In addition to the restrictive covenants contained in the ECNCA, Employee agrees that, for six (6) months following the Separation Date, he will not, directly or indirectly, solicit or attempt to solicit any business from any of LP’s clients, customers, prospects, employees or contractors.

Solicitation of Customers. I agree that for the period of my employment by Company and for twelve (12) months after the date of termination of my employment, I will not solicit the business of any customer of Company for any other business, individual, or party that competes with the products and services offered by Company. “Customer” means any person or entity # that is doing business with Company at the time of my termination, or has done business with Company during the twelve (12) month period immediately preceding termination of my employment, and # for which I provided any services, or for which I was responsible for the provision of services by others, or about which I had access to Proprietary or Confidential Information during the twelve (12) month period immediately preceding my termination. If I am employed by Company in California, this provision shall only apply for the period of my employment by Company and shall not apply following the termination of my relationship with Company.

Notwithstanding anything to the contrary in this Agreement, nothing in this Agreement shall be deemed to supersede or invalidate any agreements between Employee and Allstate relating to non-competition, non-solicitation of employees, non-solicitation of customers, or non-use or non-disclosure of confidential information (“Prior Restrictive Covenants”). To the extent that the terms of this Agreement and any such Prior Restrictive Covenants conflict and cannot be resolved, the terms of this Agreement will govern.

non-solicitation of employees and customers;

In consideration for your employment with the Company, the financial and other benefits you received from that employment, and/or access to Confidential Information and/or Trade Secrets, as defined in this Agreement, you agree that during employment with the Company, and for a period of one (1) year following your departure from the Company, you will not (directly or indirectly, in association with others or otherwise) call on or solicit any of the Company’s customers with whom you had personal contact or about whom you received Confidential or Trade Secret information during the period from the Grant Date of this Award until the Restriction Period Termination Date (or, if earlier, the date your employment with the Company ceased), for the purpose of providing the customers with goods and/or services similar in nature to those provided by the Company in its Business as defined below in [Section 5(G)], within any State in which the Company does business.

Non-Solicitation of Customers. In consideration of the Units being awarded hereunder, Employee agrees and covenants that during the period of his/her employment and for a period of twelve (12) months after that employment ends for any reason, Employee shall not in person or through others, # solicit, contact, or accept business including any Conflicting Product/Service from a Customer of the Company, or # solicit, encourage, or induce any Customer to reduce or stop doing business with the Company or its Affiliates.

Non-Solicitation of Customers. Grantee acknowledges and agrees that during his/her employment, and for twenty-four (24) months after the Date of Termination, Grantee has not and will not directly or indirectly solicit Customers (as defined in Paragraph 1(c) above) with whom he/she had Material Contact (as defined in 1(g) above) for the purpose of providing goods and/or services competitive with the Company’s Business.