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This excerpt taken from the C 10-Q filed Aug 7, 2009. (e) For a period of one year following the Closing Date,(i) The Sellers shall not, and shall cause their Affiliates not to, directly or indirectly, (A) induce or attempt to induce any Related Personnel who is a Significant Employee to leave the employ of the Purchaser or its Affiliates or (B) hire any such Related Personnel; provided that this Section 4.3(e)(i) shall not prohibit the Sellers or their Affiliates from (1) conducting a general solicitation made by means of a general purpose
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advertisement not specifically targeted at such Related Personnel or hiring any Related Personnel as a result of such general purpose advertisement, (2) soliciting or hiring any such Related Personnel who is referred to the Sellers or their Affiliates by search firms, employment agencies or other similar entities (provided that such entities have not been instructed to solicit such Related Personnel (or any category of Related Personnel generally)), or (3) hiring any such Related Personnel who was known by the Sellers or any of their Affiliates to have been terminated by the Purchaser or its Affiliates or have elected to participate in a voluntary retirement or similar plan after the Closing Date; and(ii) the Purchaser shall not, and shall cause its Affiliates not to, directly or indirectly, (A) induce or attempt to induce any Significant Employee to leave the employ of NCH, NCL or their Affiliates or (B) hire any such Significant Employee; provided that this Section 4.3(e)(ii) shall not prohibit the Purchaser or its Affiliates from (1) conducting a general solicitation made by means of a general purpose advertisement not specifically targeted at any Significant Employee or hiring any employee of NCH, NCL or their Affiliates as a result of such general purpose advertisement, (2) soliciting or hiring any employee of NCH, NCL or their Affiliates who is referred to the Purchaser or any of its Affiliates by search firms, employment agencies or other similar entities (provided, that such entities have not been instructed to solicit such Significant Employee (or any category of Significant Employee generally)), or (3) hiring any Significant Employee who was known by the Purchaser or any of its Affiliates to have been terminated by NCH, NCL or their Affiliates or have elected to participate in a voluntary retirement or similar plan after the Closing Date. |
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