Common use of Non-Competition; Non-Solicitation Clause in Contracts

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "Restricted Period"), each of the Selling Parties shall not, and shall not permit any of their Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their Affiliates its subsidiaries to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; , (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; , or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of the Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller or any subsidiary of the Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if the Seller or its subsidiary is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% one percent or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties shall notneither Seller nor Shareholder, and none of them shall not permit any of their respective Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties (A) Seller or Shareholder may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller or Shareholder is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person, and (B) the Seller and the Shareholder shall be permitted to provide design consulting services to clients and customers of the Business.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "“Restricted Period"”), Sellers and the Principal Members each of the Selling Parties shall not, and shall not permit any of their respective Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller Sellers or the Principal Members and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, Sellers and the Selling Parties Principal Members each may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is Sellers are not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three twelve (312) years months commencing on the Closing Date (the "“Restricted Period"”), each none of the Selling Parties shall notSeller, and shall not Xxxx Xxxx or Xxxxx Xxxxxxx shall, or permit any of their respective Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% 5%/ or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person (other than Buyer) that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange or automatic quotation system if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person; provided, however, that such ownership limitation shall not apply to Seller’s (or any of its shareholder’s) ownership of any Common Stock of Buyer.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on following the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in any business that is competitive with the Restricted Business in the Territory(a “Competitive Business”); (ii) have an interest in any Person that engages directly or indirectly in the Restricted a Competitive Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of the Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if the Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% five percent (5%) or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) two years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Sellers and shall not, and shall not permit any of their its Affiliates to, directly or indirectly, : (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Sellers may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a)For a period of three (3) five years commencing on the Closing Date (the "Restricted Period")Date, each no Seller shall, and no Seller shall permit any member of the Selling Parties shall not, and shall not permit any of their Affiliates Seller Group to, directly or indirectly, (i) engage in or assist others in engaging in a business that competes, directly or indirectly, with the Business (the “Restricted Business in the TerritoryBusiness”); (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of or to the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing)Business, or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, any Seller or other member of the Selling Parties Seller Group may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For Except as provided in Schedule 6.06(a), for a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties no Seller Party shall, or shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business anywhere in the United States of America (the “Territory”); (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of any Seller Party and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Seller Parties may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if provided such Seller Party is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "“Restricted Period"”), each of Seller and the Selling Parties Shareholders shall not, and shall not permit any of their respective Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, lender, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller and any Shareholder and their respective Affiliates may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is Seller, the Shareholders and their respective Affiliates do not a controlling Person of, or a member of a group which controls, such Person and does notcollectively, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For Except as set forth in Section 6.03(e) below, for a period of three (3) 5 years commencing on the Closing Date (the "“Restricted Period"”), Seller and each of the Selling Parties Partner shall not, and shall not permit any of their respective Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller and each Partner may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller or any such Partner is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) two years commencing on from and after the Closing Date (the "“Restricted Period"”), each of the Selling Parties shall notno Seller Party shall, and no Seller Party shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of any Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship, or otherwise intentionally interfere with any such relationship. Notwithstanding the foregoing, the Selling Parties each Seller Party may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Sellers shall not, and shall not permit any of their respective Affiliates or the Sellers’ Representative to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee trustee, or consultant; or (iii) cause, induce or encourage any material actual (a) franchisee to become a franchisee or prospective cliententer into a similar legal commitment with a competitor of Buyer or its Affiliates, customer(b) any Material Staffing Customers to reduce the amount of business they are doing with any Franchisee or Buyer or its Affiliates, supplier (c) supplier, or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business vendor relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, Sellers may service any customer outside of the Selling Parties Territory and may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is Sellers are not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Shareholders and Seller shall not, and shall cause their respective Affiliates not permit any of to, and shall direct their Affiliates respective Representatives not to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; , (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, director, manager, employee, principal, agent, advisor, trustee or consultant; , or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties any Shareholder may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller no Shareholder is not (alone or with any other Person or group of Persons) a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own one percent (1% %) or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% five percent (5%) or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "Restricted Period"), each of the Selling Parties Sellers and Aero shall not, and shall not permit any of their Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller Sellers and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Sellers, Aero, and any of their Affiliates may (A) own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is Sellers or Aero are not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person, and (B) engage in staffing services to companies (whether temporary or permanent personnel placement), which may include companies that engage in the Restricted Business.

Non-Competition; Non-Solicitation. (a) For a period of three two (32) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Sellers shall not, and shall not permit any of their Affiliates Affiliates, or officers, to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business as it relates to the Acquired Franchisees (including any existing or former client or customer of Seller Sellers at any of the Acquired Franchisees and any Person that becomes a client or customer of the Business Acquired Franchisees after the Closing), or any other Person who has a material business relationship with the BusinessAcquired Franchisees, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, Sellers may service any customer outside of the Selling Parties Territory and may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is Sellers are not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their Affiliates its affiliates to, directly or indirectly, (i) engage in or assist others in engaging in a business similar to the Business (“Restricted Business Business”) in North America (the “Territory”); (ii) have an interest in any Person entity that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person person or entity that becomes a client or customer of the Business after the Closing), or any other Person person or entity who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties (Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person entity traded on any national securities exchange if Seller is not a controlling Person person of, or a member of a group which controls, such Person person and does not, directly or indirectly, own 15% or more of any class of securities of such Personentity.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties shall not, and Seller shall not permit (either directly, or indirectly by causing, inducing or encouraging any of their its Affiliates to, directly or indirectly, ) (i) engage in or assist others in engaging in the Restricted a Competing Business in the United States of America (the “Restricted Territory”); (ii) have an interest in any Person that engages directly or indirectly in the Restricted a Competing Business in the Restricted Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of the Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if the Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% five percent (5%) or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "Restricted Period"), each of the Selling Parties Seller shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller Bloxbiz and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties any Seller may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 1% three percent (3%) or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) five years commencing on the Closing Date (the "Restricted Period")Date, each no Seller shall, and no Seller shall permit any member of the Selling Parties shall not, and shall not permit any of their Affiliates Seller Group to, directly or indirectly, (i) engage in or assist others in engaging in a business that competes, directly or indirectly, with the Business (the “Restricted Business in the TerritoryBusiness”); (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of or to the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing)Business, or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, any Seller or other member of the Selling Parties Seller Group may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three (3) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties Seller shall not, and shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties Seller or any of its Affiliates may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if Seller is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Personperson. Additionally, from and after the Closing Seller shall and shall cause its Affiliates, officers, directors, employees, accountants, counsel, consultants, advisors and agents to hold in confidence and not use any confidential information of the Business or the Acquired Entities in a manner detrimental to the Business.

Non-Competition; Non-Solicitation. (a) 5.6.1 For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties shall notno Seller Party shall, and no Seller Party shall not permit any of their its Affiliates to, directly or indirectly, within the Non-Competition Territory, (i) engage in or assist others in engaging in the Restricted Business in the TerritoryCompeting Business; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Competing Business in the Territory in any capacity, including as a partner, shareholderstockholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, or customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business Buyer after the Closing), or any other Person who has a material business relationship with the Business, ) to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties a Seller Party may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller Party is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 12% or more of any class of securities of such Person. Notwithstanding the foregoing, a Seller Party performing its obligations under any customer contracts that are Excluded Assets in accordance with and during the term of the TSA shall not constitute a breach of this Section 5.6.1.

Non-Competition; Non-Solicitation. (a) For a period of three two (32) years commencing on the Closing Date (the "“Restricted Period"”), Sellers and the Principal Members each of the Selling Parties shall not, and shall not permit any of their respective Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of Seller and any Person that becomes a client or customer of the Business after the Closing)Business, or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, Sellers and the Selling Parties Principal Members each may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person Restricted Business traded on any national securities exchange if Seller is Sellers are not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 15% or more of any class of securities of such Person.

Non-Competition; Non-Solicitation. (a) For a period of three five (35) years commencing on the Closing Date (the "“Restricted Period"”), each of the Selling Parties shall notno Seller or Owner shall, and none of them shall not permit any of their its Affiliates to, directly or indirectly, (i) engage in or assist others in engaging in the Restricted Business in the Territory; (ii) have an interest in any Person that engages directly or indirectly in the Restricted Business in the Territory in any capacity, including as a partner, shareholder, member, employee, principal, agent, trustee or consultant; or (iii) cause, induce or encourage any material actual or prospective client, customer, supplier or licensor of the Business (including any existing or former client or customer of a Seller and any Person that becomes a client or customer of the Business after the Closing), or any other Person who has a material business relationship with the Business, to terminate or modify any such actual or prospective relationship. Notwithstanding the foregoing, the Selling Parties a Seller or Owner may own, directly or indirectly, solely as an investment, securities of Buyer or its Affiliates and of any Person traded on any national securities exchange if such Seller or Owner is not a controlling Person of, or a member of a group which controls, such Person and does not, directly or indirectly, own 13% or more of any class of securities of such Person. Notwithstanding the foregoing, it shall not be a violation of this Section 7.07(a) for Sellers and Owners and their Affiliates to arrange for third-party transportation on behalf of customers of Sellers’ retained terminal business.