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

Non-Competition; Non-Solicitation; Non-Disparagement. (a) In order to protect the Business of Employer and any of its Affiliates, during the Restricted Period: (i) Employee will not, directly or indirectly, within the States of California, Texas, Minnesota, Florida, Colorado, and North Carolina or the parishes in Louisiana set forth on Exhibit A, engage in, provide consulting services to, be employed by, lend money to or have any interest in (whether as a proprietor, partner, director, officer, employee, stockholder, lender or financer) any corporation, general or limited partnership, association, limited liability company, sole proprietorship, trust or other entity or organization, other than any member of the Company Group, which is engaged in a business that directly or indirectly competes with the Business of the Company Group; and (ii) Employee will not, directly or indirectly (i) employ, or permit any company or business directly or indirectly controlled by Employee to employ, any Person who is employed by any member of the Company Group; (ii) interfere with or attempt to disrupt the relationship, contractual or otherwise, between any member of the Company Group and any of their respective employees; (iii) solicit or in any manner seek to induce any employee of any member of the Company Group to terminate his, her or its employment or engagement with the Company Group; or (iv) solicit any customers or customer prospects of Employer or any of its Affiliates unless such solicitation is not related to the Business. (iii) Employee will not use Confidential Information to induce, attempt to induce or knowingly encourage any Customer of the Company Group to divert any business or income from the Company Group, or to stop or alter the manner in which they are then doing business with the Company Group. (b) Notwithstanding Section 12(a), the Employee shall not be precluded from purchasing or owning stock in a publicly-held corporation if the Employee’s holdings are less than 1% of the outstanding capital stock of such corporation. (c) During the Employment Period and thereafter, the Employee shall not, directly or indirectly, make any disparaging public statement concerning any member of the Company Group or any of their respective Affiliates, which would include the posting of any material or statement on social media.

Non-Competition; Non-Solicitation; Non-Disparagement. (a) In order to protect Executive acknowledges and recognizes the Business highly competitive nature of Employer the businesses of the Company and any of its Affiliates, during the Restricted PeriodAffiliates and accordingly agrees as follows: (i) Employee During Executive’s employment with the Company or any of its Subsidiaries (the “Employment Term”) and for a period equal to twelve months following the date Executive ceases to be employed by the Company or its Subsidiaries for any reason (the “Restricted Period”), Executive will not, whether on Executive’s own behalf or on behalf of or in conjunction with any person, firm, partnership, joint venture, association, corporation or other business organization, entity or enterprise whatsoever (“Person”), solicit or assist in soliciting business in direct competition with the Restricted Group in the Business. (ii) During the Restricted Period, Executive will not directly or indirectly: (A) engage in the Business for a Competitor; (B) enter the employ of, or render any services (that are the same or similar to the services or activities in which Executive was engaged during the two (2) years prior to Executive’s termination of employment) to, a Competitor, except where such employment or services do not relate in any manner to the Business; (C) acquire a financial interest in, or otherwise become actively involved with, a Competitor, directly or indirectly, as an individual, partner, shareholder, officer, director, principal, agent, trustee or consultant; or (D) interfere with, or attempt to interfere with, business relationships (whether formed before, on or after the date of this Agreement) between the members of the Restricted Group and any of their clients, customers, suppliers, partners, members or investors. (iii) Notwithstanding anything to the contrary in this Appendix C, Executive may, directly or indirectly own, solely as an investment, securities of any Person engaged in a Business (including, without limitation, a Competitor) which are publicly traded on a national or regional stock exchange or on the over-the-counter market if Executive (A) is not a controlling person of, or a member of a group which controls, such person and (B) does not, directly or indirectly, within the States own 5% or more of California, Texas, Minnesota, Florida, Colorado, and North Carolina or the parishes in Louisiana set forth on Exhibit A, engage in, provide consulting services to, be employed by, lend money to or have any interest in (whether as a proprietor, partner, director, officer, employee, stockholder, lender or financer) any corporation, general or limited partnership, association, limited liability company, sole proprietorship, trust or other entity or organization, other than any member class of the Company Group, which is engaged in a business that directly or indirectly competes with the Business securities of the Company Group; andsuch Person. (iiiv) Employee During the Restricted Period, Executive will not, whether on Executive’s own behalf or on behalf of or in conjunction with any Person, directly or indirectly indirectly: (i) employ, or permit any company or business directly or indirectly controlled by Employee to employ, any Person who is employed by any member of the Company Group; (ii) interfere with or attempt to disrupt the relationship, contractual or otherwise, between any member of the Company Group and any of their respective employees; (iiiA) solicit or in any manner seek to induce encourage any employee of any member who is a director or is more senior than a director of the Company Restricted Group to terminate his, her or its leave the employment or engagement of the Restricted Group; or (B) hire any such employee who was employed by the Restricted Group as of the date of Executive’s termination of employment with the Company Group; or (iv) solicit any customers or customer prospects of Employer or any of its Affiliates Subsidiaries or, unless such solicitation Executive’s employment with the Company and its Subsidiaries is not related terminated by the Company or any of its Subsidiaries without Cause, who left the employment of the Restricted Group within six months prior to the Businesstermination of Executive’s employment with the Company or any of its Subsidiaries. (iiiv) Employee During the Restricted Period, Executive will not use Confidential Information to inducenot, attempt to induce whether on Executive’s own behalf or knowingly on behalf of or in conjunction with any Person, directly and intentionally encourage any Customer material consultant of the Company Restricted Group to divert any business or income from the Company Group, or to stop or alter the manner in which they are then doing business cease working with the Company Restricted Group. (b) Notwithstanding Section 12(a), the Employee shall not be precluded from purchasing or owning stock in a publicly-held corporation if the Employee’s holdings are less than 1% of the outstanding capital stock of such corporation. (cvi) During the Employment Period Term and at all times thereafter, Executive agrees not to make, or cause any other person to make, any communication that is intended to criticize or disparage, or has the Employee shall noteffect of criticizing or disparaging, directly or indirectly, make any disparaging public statement concerning any member of the Company Group or any of their respective Affiliatesits Subsidiaries, which would include or the posting Sponsor and its Affiliates (excluding portfolio companies thereof); provided, however, that an action shall not constitute a breach of this Section 1(a)(vi) if made in the Executive’s good faith performance of his duties hereunder. Nothing shall be interpreted to prohibit Executive from responding truthfully to incorrect public statements, making truthful statements when required by law, subpoena or court order and/or from responding any material inquiry by any regulatory or statement on social mediainvestigatory organization. (vii) For purposes of this Agreement:

Non-Competition; Non-Solicitation; Non-Disparagement. (a) In order to protect the Business of Employer and any of its Affiliates, during the Restricted Period: (i) Employee will not, directly or indirectly, within the States of California, Texas, Minnesota, Florida, Colorado, and North Carolina or the parishes in Louisiana set forth on Exhibit A, engage in, provide consulting services to, be employed by, lend money to or have any interest in (whether as a proprietor, partner, director, officer, employee, stockholder, lender or financer) any corporation, general or limited partnership, association, limited liability company, sole proprietorship, trust or other entity or organization, other than any member of the Company Group, which is engaged in a business that directly or indirectly competes with the Business of the Company Group; and (ii) Employee will not, directly or indirectly (i) employ, or permit any company or business directly or indirectly controlled by Employee to employ, any Person who is employed by any member of the Company Group; (ii) interfere with or attempt to disrupt the relationship, contractual or otherwise, between any member of the Company Group and any of their respective employees; (iii) solicit or in any manner seek to induce any employee of any member of the Company Group to terminate his, her or its employment or engagement with the Company Group; or (iv) solicit any customers or customer prospects of Employer or any of its Affiliates unless such solicitation is not related to the Business. (iii) Employee will not use Confidential Information to induce, attempt to induce or knowingly encourage any Customer of the Company Group to divert any business or income from the Company Group, or to stop or alter the manner in which they are then doing business with the Company Group. (b) Notwithstanding Section 12(a), the Employee shall not be precluded from purchasing or owning stock in a publicly-held corporation if the Employee’s holdings are less than 1% of the outstanding capital stock of such corporation. (c) During the Employment Period and thereafter, the Employee shall not, directly or indirectly, make any disparaging public statement concerning any member of the Company Group or any of their respective Affiliates, which would include the posting of any material or statement on social media. Nothing herein shall prevent Employee from discussing or disclosing information regarding unlawful acts in the workplace, such as harassment, discrimination or any other conduct that Employee has reason to believe is unlawful.