Common use of NONSOLICITATION; NONINTERFERENCE Clause in Contracts

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Executive’s employment for any reason, a customer of the Business of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold through the Business by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent engaged in the Business of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, venturers or licensors or business relationsconnected with the Business. An employee, representative or agent is Any person described in this Section 9(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; agent (provided that this restriction shall not apply to professional service firms), or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors or business relationstenants. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c10(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or hiring a respondent to such advertising or solicitation, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries affiliates so long as such reference is not for an entity that is employing or retaining Executivethe Employee, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for one year thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; customer or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafterlicensors. (iiiii) Notwithstanding During the foregoingEmployment Term and for two years thereafter, Executive agrees that Executive shall not, except in the provisions furtherance of this Section 9(c) will not be violated by Executive’s duties hereunder, directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) general advertising solicit, aid or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for induce any employee of the Company or any of its subsidiaries so long as to leave such reference is employment or to accept employment with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their joint venturers; provided, however, that this Section 9(c)(ii) shall not preclude Executive from (x) making generalized solicitations for an entity employees of the Company through advertisements or search firms, (or hiring any such persons through such solicitation), provided that is employing such solicitations are not specifically targeted at any such employee of the Company, or retaining (y) soliciting or hiring any former employee of the Company, whose employment with the Company was terminated by such party at least three (3) months prior to such solicitation or hiring and whose termination was not encouraged, solicited or induced by Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with Cue and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Cue, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (i) solicit, aid or induce any customer of the Company Cue or any of its subsidiaries Affiliates with whom Executive had meaningful business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company Cue or any of its subsidiaries Affiliates from another person, firm, corporation person or other entity or assist or aid any other persons person or entity with whom Executive had meaningful business contact in identifying or soliciting any such customer, or (ii) interfere, or aid or induce any other person or entity with whom Executive had meaningful business contact in interfering, with the relationship between Cue or its Affiliates and any of their respective vendors, customers, joint venturers, licensees or licensors. (ii) During the Restricted PeriodExecutive’s employment with Cue and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Cue, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (A) solicit, aid or induce any employee, individual service providerconsultant, representative or agent of the Company Cue or its Affiliates (or any of its subsidiaries employee, consultant, representative or affiliates to leave such agent who has left the employment or retention of Cue or its Affiliates less than one year prior to accept employment with the date that Executive solicits, aids or render services induces such person or entity (a “Covered Person”)) to or with any other person, firm, corporation person or other entity unaffiliated with the Company Cue or hire or retain any such employee, consultant, representative or agentagent or any Covered Person, or take any action to materially assist or aid any other person, firm, corporation person or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employeeconsultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining ExecutiveCovered Person.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During Following the Restricted Perioddate of this Agreement and for a period of 1 year following the Employee’s employment with the Company, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During Following the Restricted Perioddate of this Agreement and for a period of 1 year following the Employee’s employment with the Company, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of 1 year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of 2 years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for 18 months following the Termination Date, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith the Company or its affiliates, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity person or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, customers, joint venturers, licensors licensees or business relations. An licensors. (ii) During the Employment Term and for 18 months following the Termination Date, Executive agrees that Executive shall not, except in the furtherance of Executive’s duties with the Company or any of its affiliates, directly or indirectly, individually or on behalf of any other person, solicit, aid or induce any employee, consultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as affiliates (or any employee, consultant, representative or agent who has left the employment or retention of the Company or any of its affiliates for less than nine months) (a “Covered Person”) to leave such reference is not for an entity that is employing employment or retaining Executiveretention or to accept employment with or render services to or with any other person unaffiliated with the Company or hire or retain any such employee, consultant, representative or agent or any Covered Person, or take any action to materially assist or aid any other person in identifying, hiring or soliciting any such employee, consultant, representative or agent or any Covered Person.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for a period of 18 months thereafter, the Executive agrees that the Executive will not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployment Term and for a period of 18 months thereafter, the Executive agrees that the Executive will not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Participant’s employment for any reason, a customer of the Business of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term Subsidiaries or about whom Executive obtained Confidential Information Affiliates to purchase goods or services then sold through the Business by the Company or any of its subsidiaries Subsidiaries or Affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent engaged in the Business of the Company or any of its subsidiaries Subsidiaries or affiliates Affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Subsidiaries or Affiliates and any of their respective vendors, joint venturers, venturers or licensors or business relationsconnected with the Business. An employee, representative or agent is Any person described in this Section 8(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Aa) solicit, aid or induce any customer of the Company or any of its affiliates to purchase goods or services then sold by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, unless the Employee is employed with such customer following the Employee’s termination of employment with the Company, (b) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or or, in the case of employees, to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or any of its affiliates, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (Bc) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors vendors or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) 3 while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will 3 shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany or affiliate-related persons individuals or entities or (B) Executive the Employee serving as a reference, upon request, for any employee of with regard to entities with which the Company or any of its subsidiaries so long as such reference Employee is not for an entity that is employing or retaining Executiveassociated.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any person or entity the Employee knows or reasonably should have known to be a customer, tenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any person or entity the Employee knows or reasonably should have known to be one of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-Company- related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee's employment with the Company and for a period of one year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executive’s the Employee's duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(b)(i) while so employed or retained and for a period of six (6) months thereafter. (iiiii) Notwithstanding the foregoing, the provisions of this Section 9(c9(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining Executivethe Employee, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company, Holdco or any of their respective affiliates to purchase goods or services then sold by the Company, Holdco or any of their respective affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company Company, Holdco or any of its subsidiaries or their respective affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or Holdco, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company Company, Holdco or any of its subsidiaries their respective affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany or Holdco-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Aa) solicit, aid or induce any customer of the Company or any of its affiliates to purchase goods or services then sold by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, unless the Employee is employed with such customer following the Employee’s termination of employment with the Company, (b) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or or, in the case of employees, to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or any of its affiliates, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (Bc) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) 3 while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will 3 shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany or affiliate-related persons individuals or entities or (B) Executive the Employee serving as a reference, upon request, for any employee of with regard to entities with which the Company or any of its subsidiaries so long as such reference Employee is not for an entity that is employing or retaining Executiveassociated.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment hereunder and a period of twelve (12) months thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entityentity unaffiliated with the Company Group, (i) solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information Group to purchase goods or services then sold by the Company or any of its subsidiaries Group from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. , (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates Group to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service providerrepresentative or agent: provided that responses by any employee, representative or agent; agent of the Company Group to advertisements or general solicitations by the Executive or any other person, firm, corporation or other entity unaffiliated with the Company Group in the ordinary course of business shall not, by themselves, be deemed a violation of this provision, or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Group and any of their respective vendors, joint venturers, licensors ventures or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodExecutive’s employment with the Company and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; agent (provided that this restriction shall not apply to professional service firms), or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors or business relationstenants. An employee, representative or agent is shall be deemed covered by this Section 9(c)(iisub-section (ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c10(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) the Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries affiliates so long as such reference is not for an entity that is employing or retaining the Executive, or (C) actions taken by any person or entity with which the Executive is associated if the Executive is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Participant’s employment with the Company and the Restricted PeriodPeriod (as defined below), Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Participant’s employment with the Company and the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(b)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, a general solicitation that is not targeted at employees, representatives, or agents of the provisions Company shall not constitute a breach of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive11(b)(ii).

NONSOLICITATION; NONINTERFERENCE. (i) During Executive’s employment with the Restricted PeriodCompany and for a period of two (2) years thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During Executive’s employment with the Restricted PeriodCompany and for a period of two (2) years thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any advisor, consultant, employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such advisor, consultant, employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 9(c)(i) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company or any of its affiliates to purchase goods or services then sold by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for 12 months following the Termination Date, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any firm, company or other person, firm, corporation or other entity, (A) solicit, aid or induce any customer of the Company or any of its subsidiaries Group with whom the Executive had business contact material dealings during the Employment Term or about whom Executive obtained Confidential Information 12 months prior to the Termination Date to purchase goods or services then sold by the Company or any of its subsidiaries Group from another person, firm, corporation or other entity person or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Group and any of their respective vendors, customers, joint venturers, licensors licensees or business relations. An licensors. (ii) During the Employment Term and for 12 months following the Termination Date, Executive agrees that Executive shall not, except in the furtherance of Executive’s duties with the Company Group, directly or indirectly, individually or on behalf of any other person, solicit, aid or induce any employee, consultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company Group (or any employee, consultant, representative or agent who has left the employment or retention of its subsidiaries so long as the Company Group within the previous nine months) with whom the Executive had material contact or dealings or who directly reported to the Executive during the 12 months leading up to the Termination Date (a “Covered Person”) to leave such reference is not for an entity that is employing employment or retaining Executiveretention or to accept employment with or render services to or with any other person unaffiliated with the Company Group or hire or retain any Covered Person, or take any action to materially assist or aid any other person in identifying, hiring or soliciting any such Covered Person.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following the Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any person or entity the Employee knows or reasonably should have known to be a customer, tenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to enter into transactions for the purchase, sale, lease, license or financing of mall or shopping center real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any person or entity the Employee knows or reasonably should have known to be one of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (ia) During the Restricted Period, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunderpursuant to Employee’s position with the relevant Company Group Member, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the any Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information Group Member to purchase goods or services then sold by the any Company or any of its subsidiaries Group Member from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (iib) During the Restricted Period, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunderpursuant to Employee’s position with the relevant Company Group Member, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates Group to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Group and any of their respective vendors, joint venturers, licensors venturers or business relations. licensors. (c) An employee, representative employee or agent is contractor shall be deemed covered by this Section 9(c)(ii) 3 while so employed or retained by any Company Group Member and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Executive’s employment with the Company and the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Executive’s employment with the Company and the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, a general solicitation that is not targeted at employees, representatives, or agents of the provisions Company shall not constitute a breach of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive9(c)(ii).

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodTerm and for a period of eighteen (18) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets performance of his services to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another personGroup, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company Group or any of its subsidiaries or affiliates to purchase goods or services then sold by the Company Group or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company Group or any of its subsidiaries or affiliates (other than ▇▇▇▇▇▇ ▇▇▇▇▇▇ and Employee’s executive assistant) to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company Group or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii4(C) while so employed or retained and for a period of six (6) months thereafter. (iii. This Section 4(C) Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany Group-related persons or entities entities; by sales of advertising or (B) Executive similar products to customers of the Company Group except as would violate Section 4(B); or by the Employee serving as a reference. Notwithstanding the foregoing, upon request, for any employee the Employee’s performance of services and activities related to the portfolio companies of Pilot Group LP and Pilot Group II LP shall not constitute a breach of the Company or any provisions of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executivethis Section 4(C).

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer, tenant or mortgagee (or any person or entity to whom the Company has leases property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee's employment with the Company and for a period of 1 year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executive’s the Employee's duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring identifying or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(b)(i) while so employed or retained and for a period of six (6) 6 months thereafter. (iiiii) Notwithstanding the foregoing, the provisions of this Section 9(c10(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining Executivethe Employee, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company Group to purchase goods or services then sold by the Company Group from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer for such purpose, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates Group to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Group and any of their respective the vendors, joint venturers, venturers or licensors or business relationsof the Company Group. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six (6) months thereafter. thereafter unless such person’s status as such shall have been terminated by the Company Group or shall have been terminated by such person as a result of a “constructive discharge” (iii) within the meaning of applicable law), in which case such person shall not be deemed to be covered by this Section 9(c). Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of 1 year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of 2 years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twenty-four (24) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company or any of its affiliates to purchase goods or services then sold by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of two years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodExecutive’s employment with the Company and for a period of two years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c11(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) the Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining the Executive, or (C) actions taken by any person or entity with which the Executive is associated if the Executive is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Participant’s employment with the Company and the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Participant’s employment with the Company and the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, a general solicitation that is not targeted at employees, representatives, or agents of the provisions Company shall not constitute a breach of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive11(c)(ii).

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company Group and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Aa) solicit, aid or induce any employeecustomer of the Company Group or any of its affiliates to purchase goods or services then sold by the Company Group or any of its affiliates from another person, individual service providerfirm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, unless the Executive is employed with such customer following the Executive’s termination of employment with the Company Group, (b) solicit, aid or induce any Executive, representative or agent of the Company Group or any of its subsidiaries or affiliates to leave such employment or retention or or, in the case of Executives, to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group or any of its affiliates, or hire or retain any such employee, representative or agentExecutive, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employeeExecutive, individual service provider, representative or agent; or (Bc) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company Group or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employeeExecutive, representative or agent is shall be deemed covered by this Section 9(c)(ii) 4 while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will 4 shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany Group or affiliate-related persons individuals or entities or (B) the Executive serving as a reference, upon request, for any employee of with regard to entities with which the Company or any of its subsidiaries so long as such reference Executive is not for an entity that is employing or retaining Executiveassociated.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of two (2) years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any employee, individual service provider, representative or agent known customer of the Company or any of its subsidiaries Subsidiaries to purchase goods or affiliates services then sold by the Company or any of its Subsidiaries from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any known employee of the Company or any of its Subsidiaries to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; employee or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Subsidiaries and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is employee shall be deemed covered by this Section 9(c)(ii10(b) while so employed or retained and for a period of six (6) months thereafter. (iii) , unless such employee was terminated by the Company. Notwithstanding the foregoing, the provisions of this Section 9(c10(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with Cue and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Cue, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (i) solicit, aid or induce any customer of the Company Cue or any of its subsidiaries Affiliates with whom Executive had meaningful business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company Cue or any of its subsidiaries Affiliates from another person, firm, corporation person or other entity or assist or aid any other persons person or entity with whom Executive had meaningful business contact in identifying or soliciting any such customer, or (ii) interfere, or aid or induce any other person or entity with whom Executive had meaningful business contact in interfering, with the relationship between Cue or its Affiliates and any of their respective vendors, customers, joint venturers, licensees or licensors. If a customer of Cue or its Affiliates contacts Executive about legal representation, Executive shall be free to provide legal representation consistent with the Rules of Professional Conduct of the applicable jurisdiction. (ii) During the Restricted PeriodExecutive’s employment with Cue and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Cue, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (A) solicit, aid or induce any employee, individual service providerconsultant, representative or agent of the Company Cue or its Affiliates (or any of its subsidiaries employee, consultant, representative or affiliates to leave such agent who has left the employment or retention of Cue or its Affiliates less than one year prior to accept employment with the date that Executive solicits, aids or render services induces such person or entity (a “Covered Person”)) to or with any other person, firm, corporation person or other entity unaffiliated with the Company Cue or hire or retain any such employee, consultant, representative or agentagent or any Covered Person, or take any action to materially assist or aid any other person, firm, corporation person or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employeeconsultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining ExecutiveCovered Person.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment or service with the Company Group and for a period thereafter equal to twelve (12) months, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company Group with whom the Executive had direct dealings while employed by the Company Group to purchase goods or services then sold by the Company Group from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates Group to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) knowingly interfere, or knowingly aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Group and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(b) while so employed or retained and for a period of six nine (69) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c11(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany Group-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of two (2) years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to terminate or materially reduce its purchase of goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity affiliates or assist or aid any other persons or entity in identifying or soliciting any such customerdoing so. (ii) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid solicit or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 10(c)(i) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter, unless such person’s employment has been terminated by the Company. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of twelve (12) months thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company or any of its direct affiliates to purchase goods or services then sold by the Company or any of its direct affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or direct affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries direct affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(b) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c9(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) i. During the Restricted PeriodExecutive’s employment with the Company and for a period of two years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) . During the Restricted PeriodExecutive’s employment with the Company and for a period of two years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c11(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) the Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining the Executive, or (C) actions taken by any person or entity with which the Executive is associated if the Executive is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for one year thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, , (A) solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information Affiliates to purchase goods or services then sold by the Company or any of its subsidiaries Affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customercustomer or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its Affiliates and any of their respective vendors, or licensors. (ii) During the Restricted Employment Term and Restrictive Period, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, , (A) solicit, aid or induce any employee, individual service provider, representative or agent employee of the Company or any of its subsidiaries or affiliates Affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any Affiliates known to Executive at the end of their respective vendorsthe Employment Term; provided, joint venturershowever, licensors or business relations. An employee, representative or agent is deemed covered by that this Section 9(c)(ii) while so employed shall not preclude Executive from (x) making generalized solicitations for employees of the Company through advertisements or retained and for a period of six search firms, (6) months thereafter. (iii) Notwithstanding the foregoingor hiring any such persons through such solicitation), the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation provided that such solicitations are not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any such employee of the Company, or (y) soliciting or hiring any former employee of the Company, whose employment with the Company was terminated by such party at least three (3) months prior to such solicitation or any of its subsidiaries so long as such reference is hiring and whose termination was not for an entity that is employing encouraged, solicited or retaining induced by Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During Executive’s employment and service with the Restricted PeriodCompany and for a period of twelve (12) months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During Executive’s employment and service with the Restricted PeriodCompany and for a period of twelve (12) months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or solicit, aid or induce any employee of the Company or any of its subsidiaries or affiliates to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 9(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of 12 months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customercustomer (the “Non-Interference Restrictions”). (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, : (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or knowingly hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, venturers or licensors or business relations(the “Non-Solicitation Restrictions”). An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of anything in this Section 9(c) will or this Agreement to the contrary, these Non-Solicitation Restrictions shall not be violated apply to any termination by (A) general advertising Employee for Good Reason or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of by the Company without Cause on or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executivebefore August 31, 2020.

NONSOLICITATION; NONINTERFERENCE. (i) During the Executive’s employment hereunder and for a period of nine (9) months thereafter (the “Restricted Period”), the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Executive’s employment for any reason, a customer of the Business of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold through the Business by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent engaged in the Business of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, venturers or licensors or business relationsconnected with the Business. An employee, representative or agent is Any person described in this Section 9(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of 12 months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of 12 months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, : (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (iii) During the Restricted PeriodEmployee’s employment with the Company and for a period of two (2) years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii‎11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodExecutive’s employment with the Company and for a period of two (2) years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six nine (69) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c10(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) the Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining the Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodTerm and for a period of eighteen (18) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunderperformance of his services to the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company or any of its subsidiaries or affiliates to purchase goods or services for radio, outdoor, or internet advertising that is primarily audio from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates (other than the Employee’s executive assistants) to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii4(C) while so employed or retained and for a period of six (6) months thereafter. (iii. This Section 4(C) Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities entities; by sales of advertising or (B) Executive similar products to customers of the Company except as would violate Section 4(B); or by the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination pursuant to a Qualifying Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer, tenant or mortgagee (or any person or entity to whom the Company has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such NY\2533556.8 employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for one year thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s 's duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive's employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; customer or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafterlicensors. (iiiii) Notwithstanding During the foregoingEmployment Term and for two years thereafter, Executive agrees that Executive shall not, except in the provisions furtherance of this Section 9(c) will not be violated by Executive's duties hereunder, directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) general advertising solicit, aid or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for induce any employee of the Company or any of its subsidiaries so long as to leave such reference is employment or to accept employment with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their joint ventures: provided, however, that this Section 8(c)(ii) shall not preclude Executive from (x) making generalized solicitations for an entity employees of the Company through advertisements or search firms, (or hiring any such persons through such solicitation), provided that is employing such solicitations are not specifically targeted at any such employee of the Company, or retaining (y) soliciting or hiring any former employee of the Company, whose employment with the Company was terminated by such party at least three (3) months prior to such solicitation or hiring and whose termination was not encouraged, solicited or induced by Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodTerm and for a period of eighteen (18) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunderperformance of his services to the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company or any of its subsidiaries or affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates (other than the Employee’s executive assistants) to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii4(C) while so employed or retained and for a period of six (6) months thereafter. (iii. This Section 4(C) Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities entities; by sales of advertising or (B) Executive similar products to customers of the Company except as would violate Section 4(B); or by the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company or any of its affiliates to purchase goods or services then sold by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries their respective affiliates and any of their respective its vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of 12 months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of 12 months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, : (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or knowingly hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During Executive’s employment and service with the Restricted PeriodCompany and for a period of twelve (12) months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve (12)-month period immediately prior to the termination of Executive’s employment or service for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons person or entity in identifying or soliciting any such customer. (ii) During Executive’s employment and service with the Restricted PeriodCompany and for a period of twelve (12) months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any advisor, consultant, employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or solicit, aid or induce any employee of the Company or any of its subsidiaries or affiliates to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 11(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) i. During the Restricted Restriction Period, Executive agrees you agree that Executive will you shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) . During the Restricted Restriction Period, Executive agrees you agree that Executive will you shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates Affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) 4.c.ii. while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will 4.c. shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany- or Affiliate-related persons or entities or entities, (B) Executive you serving as a reference, upon request, for any employee of the Company or any of its subsidiaries Affiliates so long as such reference is not for an entity that is employing or retaining Executiveyou, or (C) actions taken by any person or entity with which you are associated if you are not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee's employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executive’s the Employee's duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee's employment with the Company and for a period of two (2) years thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executive’s the Employee's duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (ia) During the Restricted Period, Executive the Advisor agrees that Executive the Advisor will not, except in the furtherance of Executivethe Advisor’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive the Advisor had business contact during the Employment Term or about whom Executive the Advisor obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (iib) During the Restricted Period, Executive the Advisor agrees that Executive the Advisor will not, except in the furtherance of Executivethe Advisor’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii9(b) while so employed or retained and for a period of six (6) months thereafter. (iiic) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive the Advisor serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executivethe Advisor.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodTerm and for a period of one year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase or rent goods or services then sold or rented by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons person or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodTerm and for a period of one year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates (other than the Employee’s personal assistant) to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or any of its subsidiaries or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturersventurers or licensors; provided, licensors however, that the Employee’s establishment of a relationship with any vendor, joint venture or business relationslicensor that also has a relationship with the Company shall not in and of itself be deemed to be interference in breach of this clause. An employee, representative or agent is shall be deemed covered by this Section 9(c)(iiclause (B) of the preceding sentence while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any person or entity the Employee knows or reasonably should have known to be a customer, tenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.aid

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(b) while so employed or retained and for a period of six (6) months thereafter. (iiii) Notwithstanding the foregoing, the provisions of this Section 9(c10(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining Executivethe Employee, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During For a period of two (2) years after the Restricted PeriodEffective Date, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A), solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (AB) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors or business relationstenants. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii6(c)(i) while so employed or retained and for a period of six (6) months thereafter. (iiiii) Notwithstanding the foregoing, the provisions of this Section 9(c6(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries affiliates so long as such reference is not for an entity that is employing or retaining Executivethe Employee, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of twelve (12) months after termination of employment by either party (not taking into account any continuation of salary and benefits under Section 6(d)(ii)), Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during (or any parent of the Employment Term Company for which the Employee has performed services as an employee, consultant, independent contractor, officer, manager or about whom Executive obtained Confidential Information director thereof), to purchase goods or services then sold or proposed to be sold by the Company or any of its subsidiaries or any such parent as of the date of termination of employment, from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customercustomer to purchase goods or services then sold by the Company or any of its subsidiaries or any such parent. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries (or affiliates any parent of the Company for which the Employee has performed services as an employee, consultant, independent contractor, officer, manager or director thereof) to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries (or any parent of the Company for which the Employee has performed services as an employee, consultant, independent contractor, officer, manager or director thereof) and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii8(c)(ii) while so employed or retained as the case may be, and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twenty-four (24) months following Employee’s Termination pursuant to a Qualifying Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer, tenant or mortgagee (or any person or entity to whom the Company has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodExecutive’s employment with the Company and for a period of two (2) years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c10(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) the Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining the Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During Executive’s employment with the Restricted PeriodCompany or any of its Subsidiaries or Affiliates and for a period of twelve months thereafter, Executive agrees that Executive will shall not, except in the furtherance of the duties of Executive’s duties hereunderemployment, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entityPerson, solicit, aid or induce any individual or entity that is, or was during the twelve month period immediately prior to the Termination Date, a customer of the Company or any of its subsidiaries Subsidiaries or prospective customer of the Company or any of its Subsidiaries with whom Executive had business contact interacted on behalf of the Company during the Employment Term or about whom Executive obtained Confidential Information twelve months prior to Executive’s Termination Date to purchase goods or services then sold by the Company or any of its subsidiaries Subsidiaries from another person, firm, corporation or other entity or assist Person or aid any other persons or entity Persons in identifying or soliciting any such customer. (ii) During Executive’s employment with the Restricted PeriodCompany or any of its Subsidiaries or Affiliates and for a period of twelve months thereafter, Executive agrees that Executive will shall not, except in the furtherance of the duties of Executive’s duties hereunderemployment, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entityPerson, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries Subsidiaries or affiliates Affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity Person unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity Person in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Subsidiaries or Affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any Person described in this Section 6(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) twelve months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (i) solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. , (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c10(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference or affiliates, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for an entity that is employing soliciting or retaining Executivehiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Executive’s employment for any reason, a customer or supplier of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information Group to purchase goods or services then sold by the Company or any of its subsidiaries Group from another person, firm, corporation or other entity entity, or stop supplying or purchasing, as applicable, or decrease the amount of goods, materials or services being supplied to or purchased from the Company Group, as applicable, or assist or aid any other persons or entity in identifying or soliciting any such customercustomer or supplier. (ii) During the Restricted PeriodEmployment Term and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates Group to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries Group and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 9(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any employeeperson or entity the Employee knows or reasonably should have known to be a customer, individual service providertenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, representative directly or agent indirectly, within the prior 18 months) of the Company or any of its subsidiaries affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee or individual independent contractor of the Company or any of its affiliates with whom the Employee, during the term of his employment had contact or became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative employee or agentindividual independent contractor, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employeeemployee or individual independent contractor, individual service provider, representative or agent; or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any person or entity the Employee knows or reasonably should have known to be one of their respective vendors, joint venturers, licensors or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.joint

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors venturers or business relations. An employee, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafterlicensors. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee's employment with the Company and for a period of one year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executive’s the Employee's duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(b)(i) while so employed or retained and for a period of six (6) months thereafter. (iiiii) Notwithstanding the foregoing, the provisions of this Section 9(c10(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining Executivethe Employee, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for soliciting or hiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Participant’s employment with the Company and the Restricted PeriodPeriod (as defined below), Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Participant’s employment with the Company and the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii12(b)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, a general solicitation that is not targeted at employees, representatives, or agents of the provisions Company shall not constitute a breach of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive12(b)(ii).

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any person or entity the Employee knows or reasonably should have known to be a customer, tenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept US-DOCS\128769458.1 employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any person or entity the Employee knows or reasonably should have known to be one of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(b) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c9(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of one (1) year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployment Term and for 18 months following the Termination Date, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith the Company or its affiliates, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity person or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, customers, joint venturers, licensors licensees or business relations. An licensors. (ii) During the Employment Term and for 18 months following the Termination Date, Executive agrees that Executive shall not, except in the furtherance of Executive’s duties with the Company or any of its affiliates, directly or indirectly, individually or on behalf of any other person, solicit, aid or induce any employee, consultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as affiliates (or any employee, consultant, representative or agent who has left the employment or retention of the Company or any of its affiliates for less than nine months) (a “Covered Person”) to leave such reference is not for employment or retention or to accept employment with or render services to or with any other person unaffiliated with the Company or hire or retain any such employee, consultant, representative or agent or any Covered Person, or take any action to materially assist or aid any other person in identifying, hiring or soliciting any such employee, consultant, representative or agent or any Covered Person. 1 Entities identified with an entity asterisk (*) are limited to the divisions of such business that is employing are competitive with the Company or retaining Executive.its subsidiaries. LEGAL_US_E # 178430887.9

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with Imagen and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Imagen, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (i) solicit, aid or induce any customer of the Company Imagen or any of its subsidiaries Affiliates with whom Executive had meaningful business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company Imagen or any of its subsidiaries Affiliates from another person, firm, corporation person or other entity or assist or aid any other persons person or entity with whom Executive had meaningful business contact in identifying or soliciting any such customer, or (ii) interfere, or aid or induce any other person or entity with whom Executive had meaningful business contact in interfering, with the relationship between Imagen or its Affiliates and any of their respective vendors, customers, joint venturers, licensees or licensors. (ii) During the Restricted PeriodExecutive’s employment with Imagen and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Imagen, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (A) solicit, aid or induce any employee, individual service providerconsultant, representative or agent of the Company Imagen or its Affiliates (or any of its subsidiaries employee, consultant, representative or affiliates to leave such agent who has left the employment or retention of Imagen or its Affiliates less than one year prior to accept employment with the date that Executive solicits, aids or render services induces such person or entity (a “Covered Person”)) to or with any other person, firm, corporation person or other entity unaffiliated with the Company Imagen or hire or retain any such employee, consultant, representative or agentagent or any Covered Person, or take any action to materially assist or aid any other person, firm, corporation person or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employeeconsultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining ExecutiveCovered Person.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodTerm and for a period of eighteen (18) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets performance of his services to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another personGroup, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer of the Company Group or any of its subsidiaries or affiliates to purchase goods or services for radio, outdoor, or internet advertising that is primarily audio from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company Group or any of its subsidiaries or affiliates (other than the Employee’s executive assistant) to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Group or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company Group or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii4(C) while so employed or retained and for a period of six (6) months thereafter. (iii. This Section 4(C) Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at CompanyCompany Group-related persons or entities entities; by sales of advertising or (B) Executive similar products to customers of the Company Group except as would violate Section 4(B); or by the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment hereunder and for a period of six (6) months thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Executive’s employment for any reason, a customer of the Business of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold through the Business by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Executive’s employment hereunder and for a period of twelve (12) months thereafter (the “Restricted Period”), the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent engaged in the Business of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, venturers or licensors or business relationsconnected with the Business. An employee, representative or agent is Any person described in this Section 9(c)(ii) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodEmployee’s employment with the Company and for a period of twelve (12) months thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment with the Company and for a period of one year thereafter, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (i) solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. , (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii10(c) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c10(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or entities, (B) Executive the Employee serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference or affiliates, or (C) actions taken by any person or entity with which the Employee is associated if the Employee is not personally involved in any manner in the matter and has not identified such Company-related person or entity for an entity that is employing soliciting or retaining Executivehiring.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any person or entity the Employee knows or reasonably should have known to be a customer, tenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any person or entity the Employee knows or reasonably should have known to be one of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of the Executive’s employment for any reason, a customer of the Business of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information Group to purchase goods or services then sold through the Business by the Company or any of its subsidiaries Group from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) knowingly solicit, aid or induce any employee, individual service provider, exclusive representative or agent engaged in the Business of the Company or any of its subsidiaries or affiliates Group to leave such employment or retention (other than with respect to any employee, exclusive representative or agent whose employment or retention was previously terminated in connection with a Board-approved termination of employment other than for Cause or reduction in force) or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or Group and any of its subsidiaries and any of their respective vendors, joint venturers, venturers or licensors or business relationsconnected with the Business. An employee, representative or agent is Any person described in this Section 9(c) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. This provision shall not apply to outside professional advisors, including, without limitation, outside financial and/or legal advisors. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Executive’s employment with the Company and the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information controlled affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or controlled affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Executive’s employment with the Company and the Restricted Period, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or controlled affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or controlled affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will a general solicitation that is not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons employees, representatives, agents, vendors, joint venturers, or entities or (B) Executive serving as a reference, upon request, for any employee licensors of the Company or any of its subsidiaries so long as such reference is controlled affiliates shall not for an entity that is employing or retaining Executiveconstitute a breach of this Section 9(c)(ii).

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination pursuant to a Qualifying Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any customer, tenant or mortgagee (or any person or entity to whom the Company has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of his employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such LA\2420372.9 employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(c) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.

NONSOLICITATION; NONINTERFERENCE. (i) During the Participant’s employment with the Company and the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Participant’s employment with the Company and the Restricted Period, Executive the Participant agrees that Executive will the Participant shall not, except in the furtherance of Executivethe Participant’s duties hereunderto the Company, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii12(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) . Notwithstanding the foregoing, a general solicitation that is not targeted at employees, representatives, or agents of the provisions Company shall not constitute a breach of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive12(c)(ii).

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with the Company and for a period of one (1) year thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted PeriodExecutive’s employment with the Company and for a period of two (2) years thereafter, the Executive agrees that the Executive will shall not, except in the furtherance of the Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii11(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c11(c) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) the Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries or affiliates so long as such reference is not for an entity that is employing or retaining the Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodExecutive’s employment with Cue and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Cue, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (i) solicit, aid or induce any customer of the Company Cue or any of its subsidiaries Affiliates with whom Executive had meaningful business contact during within the Employment Term or about whom Executive obtained Confidential Information 12 months preceding the date of Executive’s termination/resignation to purchase goods or services then sold by the Company Cue or any of its subsidiaries Affiliates from another person, firm, corporation person or other entity or assist or aid any other persons person or entity with whom Executive had meaningful business contact within the 12 months preceding the date of Executive’s termination/resignation in identifying or soliciting any such customer, or (ii) interfere, or aid or induce any other person or entity with whom Executive had meaningful business contact within the 12 months preceding the date of Executive’s termination/resignation in interfering, with the relationship between Cue or its Affiliates and any of their respective vendors, customers, joint venturers, licensees or licensors. (ii) During the Restricted PeriodExecutive’s employment with Cue and for a period of 24 months thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunderwith Cue, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation person or other entity, (A) solicit, aid or induce any employee, individual service providerconsultant, representative or agent of the Company Cue or its Affiliates (or any of its subsidiaries employee, consultant, representative or affiliates to leave such agent who has left the employment or retention of Cue or its Affiliates less than one year prior to accept employment with the date that Executive solicits, aids or render services induces such person or entity (a “Covered Person”)) to or with any other person, firm, corporation person or other entity unaffiliated with the Company Cue or hire or retain any such employee, consultant, representative or agentagent or any Covered Person, or take any action to materially assist or aid any other person, firm, corporation person or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries and any of their respective vendors, joint venturers, licensors or business relations. An employeeconsultant, representative or agent is deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six (6) months thereafter. (iii) any Covered Person. Notwithstanding the foregoing, the provisions of nothing in this Section 9(c10(c)(ii) will not be violated by shall prohibit Executive from (Ai) general advertising soliciting or solicitation not specifically targeted hiring any individual who served at Company-related persons or entities or any time during the Term as Executive’s personal secretary and/or assistant, (Bii) Executive following Executive’s termination from employment, serving solely as a reference, upon request, reference for any employee of Cue and its Affiliates as long as in serving as such reference Executive does not take any actions that encourage such employee to terminate the employee’s employment with the Company or any its subsidiaries, (iii) encouraging an employee to leave employment with Cue or its Affiliates in the good faith performance of its subsidiaries so long Executive’s duties to the Company, for example, as part of Executive’s responsibility to terminate an employee’s employment, or (iv) general advertisement or general solicitation for employment that was not specifically directed at such reference is not for an entity that is employing or retaining Executiveindividual.

NONSOLICITATION; NONINTERFERENCE. (i) During Executive’s employment with the Restricted PeriodCompany and for a period of one (1) year thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During Executive’s employment with the Restricted PeriodCompany and for a period of one (1) year thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any advisor, consultant, employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such advisor, consultant, employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 7(c) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During Executive’s employment with the Restricted PeriodCompany and for a period of two (2) years thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any individual or entity that is, or was during the twelve-month period immediately prior to the termination of Executive’s employment for any reason, a customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information affiliates to purchase goods or services then sold by the Company or any of its subsidiaries or affiliates from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During Executive’s employment with the Restricted PeriodCompany and for a period of two (2) years thereafter, Executive agrees that Executive will shall not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (A) solicit, aid or induce any advisor, consultant, employee, individual service provider, representative or agent of the Company or any of its subsidiaries or affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such advisor, consultant, employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (B) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries or affiliates and any of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is Any person described in this Section 8(c)(i) shall be deemed covered by this Section 9(c)(ii) while so employed or retained and for a period of six twelve (612) months thereafter. (iii) Notwithstanding the foregoing, the provisions of this Section 9(c) will not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executive.

NONSOLICITATION; NONINTERFERENCE. (i) During the Restricted PeriodEmployee’s employment hereunder and for a period of twelve (12) months following Employee’s Termination, Executive the Employee agrees that Executive will the Employee shall not, except in the furtherance of Executivethe Employee’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, solicit, aid or induce any customer of the Company or any of its subsidiaries with whom Executive had business contact during the Employment Term or about whom Executive obtained Confidential Information to purchase goods or services then sold by the Company or any of its subsidiaries from another person, firm, corporation or other entity or assist or aid any other persons or entity in identifying or soliciting any such customer. (ii) During the Restricted Period, Executive agrees that Executive will not, except in the furtherance of Executive’s duties hereunder, use any Confidential Information or Company trade secrets to directly or indirectly, individually or on behalf of any other person, firm, corporation or other entity, (Ai) solicit, aid or induce any person or entity the Employee knows or reasonably should have known to be a customer, tenant or mortgagee (or any person or entity to whom the Company to the Employee’s knowledge (or reasonably should know) has leased property or provided capital, directly or indirectly, within the prior 18 months) of the Company or any of its affiliates to purchase goods or services or enter into transactions for the purchase, sale, lease, license or financing of real property then offered by the Company or any of its affiliates from another person, firm, corporation or other entity or assist or aid any other person or entity in identifying or soliciting any such customer, tenant or counterparty, (ii) solicit, aid or induce any employee, individual service provider, representative or agent of the Company or any of its subsidiaries affiliates with whom the Employee, during the term of her employment had contact or affiliates became aware of, or about whom the Employee has trade secret or Confidential Information, to leave such employment or retention or to accept US-DOCS\128774742.1 employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company Company, or hire or retain any such employee, representative or agent, or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such employee, individual service provider, representative or agent; , or (Biii) interfere, or aid or induce any other person or entity in interfering, with the relationship between the Company or any of its subsidiaries affiliates and any person or entity the Employee knows or reasonably should have known to be one of their respective vendors, joint venturers, licensors venturers or business relationslicensors. An employee, representative or agent is shall be deemed covered by this Section 9(c)(ii9(b) while so employed or retained and for a period of six three (63) months thereafter. (iii) . Notwithstanding the foregoing, the provisions of this Section 9(c9(b) will shall not be violated by (A) general advertising or solicitation not specifically targeted at Company-related persons or entities or (B) Executive serving as a reference, upon request, for any employee of the Company or any of its subsidiaries so long as such reference is not for an entity that is employing or retaining Executiveentities.