Common use of Non-Solicitation or Hire Clause in Contracts

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six (6) month period immediately prior to the date the Executive's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, and for a period of twelve (12) months following the termination of the Executive's ’s employment for any reason, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Datesubsidiaries, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiariessubsidiaries (provided that if the Executive intends to solicit any such party for any other purpose, he shall notify the Company of such intention), or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire directly or indirectly solicit or attempt to solicit any employee of the Company or any of its subsidiaries or affiliates (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; entity or hire any employee or Former Employee, provided, however, that nothing in Section 6.3(bCurrent Employees and Former Employees do not include the Executive’s personal assistant(s) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedhis administrative support personnel.

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six (6) month period immediately prior to the date the Executive's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b1.3 (b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's ’s employment for any reason, for a period of twenty-four twelve (2412) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six (6) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, Employee’s employment with the Company and for a period of one (1) year following the Employee’s termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive Employee shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (xi) any party who is a customer of the Company School Bus Holdings Inc. or any of its subsidiaries, or who was a customer of the Company School Bus Holdings Inc. or any of its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from School Bus Holdings Inc. or any of its subsidiaries (provided that if the Employee intends to solicit any such party for any other purpose, he shall notify the Company or its subsidiariesof such intention and receive prior written approval from the Company), or (yii) any supplier to the Company School Bus Holdings Inc. or any subsidiary of its subsidiaries to terminate, reduce or alter negatively its relationship with the Company School Bus Holdings Inc. or any subsidiary of its subsidiaries or in any manner interfere with any agreement or contract between the Company School Bus Holdings Inc. or any subsidiary of its subsidiaries and such supplier or (biii) hire any employee of the Company School Bus Holdings Inc. or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company School Bus Holdings Inc. or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's Employee’s employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties School Bus Holdings Inc. or any of its subsidiaries in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing entity in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment competition with the Company Business of School Bus Holdings Inc. or any of its subsidiaries or affiliates was involuntarily terminatedsubsidiaries.

Non-Solicitation or Hire. During the Term and, following Executive’s employment with the termination of the Executive's employment for any reason, Company and for a period of twenty-four (24) monthsmonths following the termination of the Executive’s employment for any reason, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a commercial customer that generates revenue in excess of $25,000 annually (a “Commercial Customer”) of the Company or its subsidiaries, who was a customer Commercial Customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is a prospective customer Commercial Customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Datesubsidiaries, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates who holds the position of Assistant Manager or higher (a "“Current Employee"”) or any person who was an employee held the position of Assistant Manager or consultant to higher of the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; providedprovided that, however, that nothing in Section 6.3(b) (i) shall be deemed to the foregoing provision will not prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose placing general advertisements for employment with the Company and hiring a Former Employee who responds, so long as such general advertisement is not directed at Current Employees or any of its subsidiaries or affiliates was involuntarily terminatedFormer Employees.

Non-Solicitation or Hire. During the Term and, Employee’s employment with the Company and for a period of one (1) year following the Employee’s termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive Employee shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (xi) any party who is a customer of the Company School Bus Holdings Inc. or any of its subsidiaries, or who was a customer of the Company School Bus Holdings Inc. or any of its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, marketing selling or providing to any such party any services or products offered by or available from School Bus Holdings Inc. or any of its subsidiaries (provided that if the Employee intends to solicit any such party for any other purpose, he shall notify the Company or its subsidiariesof such intention and receive prior written approval from the Company), or (yii) any supplier to the Company School Bus Holdings Inc. or any subsidiary of its subsidiaries to terminate, reduce or alter negatively its relationship with the Company School Bus Holdings Inc. or any subsidiary of its subsidiaries or in any manner interfere with any agreement or contract between the Company School Bus Holdings Inc. or any subsidiary of its subsidiaries and such supplier or (biii) hire any employee of the Company School Bus Holdings Inc. or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company School Bus Holdings Inc. or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's Employee’s employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties School Bus Holdings Inc. or any of its subsidiaries in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing entity in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment competition with the Company Business of School Bus Holdings Inc. or any of its subsidiaries or affiliates was involuntarily terminatedsubsidiaries.

Non-Solicitation or Hire. During the Term and, and for a period of twelve (12) months following the termination of the ExecutiveEmployee's employment for any reason, for a period of twenty-four (24) months, the Executive Employee shall not directly or indirectly (a) directly solicit or indirectly solicit, attempt to solicit or induce (x) induce, directly or indirectly, any party who is a customer or client of the Company Company, Holdings, the LLC, or its any of their subsidiaries, or who was a customer or client of the Company Company, Holdings, the LLC, or its any of their subsidiaries at any time during the twelve (12) month period immediately prior to the date the ExecutiveEmployee's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Dateterminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company Company, Holdings, the LLC, or its any of their subsidiaries. (b) interfere with or attempt to interfere with any business relationships (whether formed before, during, or after the Term) of the Company, Holdings, the LLC, or any of their subsidiaries with their suppliers, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (bc) hire or solicit or attempt to hire or solicit or induce, directly or indirectly, any employee of the Company Company, Holdings, the LLC, or any of its their subsidiaries or affiliates (a "Current Employee") or any person person, who was an employee of or consultant to the Company Company, Holdings, the LLC, or any of its their subsidiaries or affiliates during the six (6) month period immediately prior to the date the ExecutiveEmployee's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee hereunder terminates, to terminate such employee's employment relationship with the Protected Parties Company, Holdings, the LLC, or any of their subsidiaries in order, in either case, order to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, provided however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations advertising for employment through advertisements in any online careers website, newspaper, trade journal or other means that may be seen by publication available for general distribution to the public without specific reference to any particular employees shall not constitute a breach of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedthis Section 7.2.

Non-Solicitation or Hire. During the Term and, and for a period of eighteen months (18) months following the termination of the ExecutiveEmployee's employment for any reason, for a period of twenty-four (24) months, the Executive Employee shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (xa) any party who is a customer of the Company or its subsidiaries, or who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the ExecutiveEmployee's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Dateterminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiariessubsidiaries (provided that if the Employee intends to solicit any such party for any other purpose, or he shall notify the Company of such intention and receive prior written approval from the Company, which approval shall not unreasonably be withheld), (yb) any supplier to or customer or client of the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier supplier, customer or client or (bc) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the ExecutiveEmployee's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing entity in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees competition with the Business of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedsubsidiaries.

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's ’s employment for any reason, for a period of twenty-four (24) monthsmonths (the “Non-Solicitation Period”) and the Extended Non-Solicitation Period (as defined in Section 6.4(b)), if applicable, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Datesubsidiaries, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term Tenn and, following the termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six (6) month period immediately prior to the date the Executive's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i6.3(b)(i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, and for a period of twelve (12) months following the termination of the ExecutiveEmployee's employment for any reason, for a period of twenty-four (24) months, the Executive Employee shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (xa) any party who is a customer of the Company or its subsidiaries, or who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the ExecutiveEmployee's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Dateterminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (yb) any supplier to or customer or client of the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier supplier, customer or client or (bc) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the ExecutiveEmployee's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing entity in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees competition with the Business of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries subsidiaries, provided that if the Employee intends to solicit any such party referenced in this Section 7.2 (a), (b) or affiliates was involuntarily terminated(c) for any other purpose, he shall notify the Company of such intention and receive prior written approval from the Company, which shall not be unreasonably withheld.

Non-Solicitation or Hire. During the Term and, following and the termination period commencing on the Termination Date and ending on the two (2) year anniversary of the Executive's employment for any reasonTermination Date, for a period within the United States and anywhere outside of twenty-four (24) monthsthe United States, the Executive shall not (a) directly or indirectly knowingly solicit, attempt to solicit solicit, engage or induce (xi) any party Person who is a client or customer of the Company or its subsidiaries, Cerberus Operations and Advisory Company, LLC ("COAC"), or Cerberus Capital Management, L.P. ("CCP"), who was a client or customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to ending on the date the Executive's employment terminates Termination Date or who is was a prospective client or customer that has been identified and targeted by the Company or its subsidiaries as of immediately prior to the Termination Date, for the purpose of marketing, selling or directly providing to any such party Person any services or products offered by or available from the Company or its subsidiariessubsidiaries on the Termination Date, or (yii) any consultant, vendor, distributor or supplier or prospective consultant, vendor, distributor or supplier to the Company or any subsidiary its subsidiaries to directly or indirectly terminate, reduce or alter negatively its relationship with the Company or any subsidiary its subsidiaries, COAC or in any manner CCP or interfere with any agreement or contract between the Company or any subsidiary of its subsidiaries, COAC or CCP and such supplier or (b) knowingly hire or engage any employee of the Company or any of its subsidiaries subsidiaries, COAC or affiliates CCP (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries subsidiaries, COAC or affiliates CCP during the six twelve (612) month period immediately prior to the date the Executive's employment terminates Termination Date (a "Former Employee") or directly or indirectly solicit or induce a Current Employee or Former Employee to terminate such employee's employment relationship with the Protected Parties Company or any of its subsidiaries, COAC or CCP in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entityPerson; providedprovided that, however, that nothing in Section 6.3(b) (i) shall the Executive Will not be deemed to prohibit have violated this Section 6.4 if a client, customer, consultant, vendor, distributor or supplier or prospective client, customer, consultant, vendor, distributor or supplier to the Company or its subsidiaries, or Current Employee or Former Employee, responds directly to a general solicitations advertisement or solicitation not specifically targeted at such Person For the purposes of this Agreement, the terms "customer" and "client", as they apply to the United States federal government and any state or local government, mean the project or program office in the applicable agency(ies)/department(s) for employment through advertisements which any of the products or other means that may be seen by employees services of the Company or its subsidiaries subsidiaries, COAC or affiliates CCP are sold or performed during the twelve (ii12) preclude months ending on the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedTermination Date.

Non-Solicitation or Hire. During the Term and, and for a period of eighteen months (18) months following the termination of the Executive's Employee’s employment for any reason, for a period of twenty-four (24) months, the Executive Employee shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (xa) any party who is a customer of the Company or its subsidiaries, or who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's Employee’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Dateterminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiariessubsidiaries (provided that, or if the Employee intends to solicit any such party for any other purpose, he shall notify the Company of such intention and receive prior written approval from the Company, which approval shall not unreasonably be withheld), (yb) any supplier to or customer or client of the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier supplier, customer or client or (bc) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's Employee’s employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing entity in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees competition with the Business of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedsubsidiaries.

Non-Solicitation or Hire. During the Term and, following Employment Period and the termination of the Executive's employment for any reason, for a period of twenty-four (24) monthsRestricted Period, the Executive Employee shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party Person who is a customer of any of the Company or its subsidiariesXxxxx Companies, who was a customer of any of the Company or its subsidiaries Xxxxx Companies at any time during the twelve (12) 12 month period immediately prior to the date the Executive's Employee’s employment terminates or who is was a prospective customer that has been identified and targeted by the Company or its subsidiaries as of Keane Companies immediately prior to the Termination Datedate the Employee’s employment terminates, for the purpose of marketing, selling or providing to any such party Person any services or products offered by or available from any of the Company or its subsidiariesXxxxx Companies on the date the Employee’s employment terminates, or (y) any supplier or prospective supplier to any of the Company or any subsidiary Xxxxx Companies to terminate, reduce or alter negatively its relationship with any of the Company or any subsidiary Xxxxx Companies or in any manner interfere with any agreement or contract between any of the Company or any subsidiary Xxxxx Companies and such supplier or (b) hire or engage any employee of the Company or any of its subsidiaries or affiliates the Xxxxx Companies (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates the Xxxxx Companies during the six (6) 12 month period immediately prior to the date the Executive's Employee’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with any of the Protected Parties Xxxxx Companies in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedPerson.

Non-Solicitation or Hire. During the Term and, and for a period of twelve (12) months following the termination of the Executive's ’s employment for any reason, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Datesubsidiaries, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiariessubsidiaries (provided that if the Executive intends to solicit any such party for any other purpose, he shall notify the Company of such intention), or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement 8 or contract between the Company or any subsidiary and such supplier or (b) hire directly or indirectly solicit or attempt to solicit any employee of the Company or any of its subsidiaries or affiliates (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; entity or hire any employee or Former Employee, provided, however, that nothing in Section 6.3(bCurrent Employees and Former Employees do not include the Executive’s personal assistant(s) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedhis administrative support personnel.

Non-Solicitation or Hire. During the Term and, Employment Period and for a period of twelve (12) months following the termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive shall not directly or indirectly (a) directly solicit or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, or who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Dateterminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiariessubsidiaries (provided that if the Executive intends to solicit any such party for any other purpose, he shall notify the Company of such intention and receive prior written approval from the Company), (b) solicit or (y) attempt to solicit or induce any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (bc) hire solicit or attempt to solicit or induce any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the Executive's employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or entity or hire any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees employee of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminatedany Former Employee on Executive's own behalf or on behalf of any other person or entity.

Non-Solicitation or Hire. During the Term and, Tenn and for a period of six (6) months following the Executive’s termination of the Executive's employment for any reason, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of any of the Company or its subsidiariesXxxxx Companies, who was a customer of any of the Company or its subsidiaries Xxxxx Companies at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is was a prospective customer that has been identified and targeted by the Company or its subsidiaries as of Keane Companies immediately prior to the Termination Datedate the Executive’s employment terminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from any of the Company or its subsidiariesXxxxx Companies on the date the Executive’s employment terminates, or (y) any supplier or prospective supplier to any of the Company or any subsidiary Xxxxx Companies to terminate, reduce or alter negatively its relationship with any of the Company or any subsidiary Xxxxx Companies or in any manner interfere with any agreement or contract between any of the Company or any subsidiary Xxxxx Companies and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates the Xxxxx Companies (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates the Xxxxx Companies during the six twelve (612) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with any of the Protected Parties Xxxxx Companies in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's employment for any reason, for a period of twenty-four twelve (2412) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six (6) month period immediately prior to the date the Executive's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's ’s employment for any reason, except as set forth in Section 5.3, for a period of twenty-four (24) months, the Executive shall not (a) directly or indirectly solicit, attempt to solicit or induce (x) any party who is a customer of the Company or its subsidiaries, who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the Executive's ’s employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Date, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (y) any supplier to the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier or (b) hire any employee of the Company or any of its subsidiaries or affiliates (a "“Current Employee"”) or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six (6) month period immediately prior to the date the Executive's ’s employment terminates (a "“Former Employee"”) or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's ’s employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the Executive, or any other person or any entity; provided, however, that nothing in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries or affiliates was involuntarily terminated.

Non-Solicitation or Hire. During the Term and, following the termination of the Executive's employment for any reason, and for a period of twenty-four (24) monthsmonths following the termination of the Employee's employment for any reason, the Executive Employee shall not (a) directly or indirectly solicit, solicit or attempt to solicit or induce induce, directly or indirectly, (xa) any party who is a customer of the Company or its subsidiaries, or who was a customer of the Company or its subsidiaries at any time during the twelve (12) month period immediately prior to the date the ExecutiveEmployee's employment terminates or who is a prospective customer that has been identified and targeted by the Company or its subsidiaries as of the Termination Dateterminates, for the purpose of marketing, selling or providing to any such party any services or products offered by or available from the Company or its subsidiaries, or (yb) any supplier to or customer or client of the Company or any subsidiary to terminate, reduce or alter negatively its relationship with the Company or any subsidiary or in any manner interfere with any agreement or contract between the Company or any subsidiary and such supplier supplier, customer or client or (bc) hire any employee of the Company or any of its subsidiaries or affiliates (a "Current Employee") or any person who was an employee of or consultant to the Company or any of its subsidiaries or affiliates during the six twelve (612) month period immediately prior to the date the ExecutiveEmployee's employment terminates (a "Former Employee") or directly or indirectly solicit or induce a Current or Former Employee to terminate such employee's employment relationship with the Protected Parties in order, in either case, to enter into a similar relationship with the ExecutiveEmployee, or any other person or any entity; provided, however, that nothing entity in Section 6.3(b) (i) shall be deemed to prohibit general solicitations for employment through advertisements or other means that may be seen by employees competition with the Business of the Company or its subsidiaries or affiliates or (ii) preclude the Executive from employing any person whose employment with the Company or any of its subsidiaries subsidiaries; provided that if the Employee intends to solicit any such party referenced in this Section 7.2 (a), (b) or affiliates was involuntarily terminated(c) for any other purpose, he shall notify the Company of such intention and receive prior written approval from the Company, which shall not be unreasonably withheld.