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<br /> <br />Aon Proprietary and Confidential 11 <br />Prepared for: <San Leandro> <br />No Solicitation <br />The parties agree that during the term of each Schedule issued pursuant to this proposal and for a <br />period of one (1) year after the termination of each such Schedule, neither party shall directly or <br />indirectly solicit for employment, without the permission of the other party, any person employed then or <br />within the preceding one (1) year if such person performed the Services under such Schedule; provided <br />that, (a) general solicitations of employment for employees published in a journal, newspaper or other <br />publication of general circulation and not directed specifically toward one or more employees of the <br />other party and any resulting offer to hire shall not be deemed to be in violation of this Section, and (b) <br />this Section shall not prevent a party from offering to employ or employing any employees of the other <br />party who contacts the hiring party on his or her own initiative with no direct or indirect encouragement <br />by the hiring party. <br /> <br />Termination <br />At any time, the parties may terminate the Services under this proposal or under any Schedule by giving <br />the other thirty (30) days written notice, in which event Consultant shall be reimbursed for Services <br />performed prior to the effective date of such termination. <br />Either party may terminate this proposal by written notice to the other party if the other party (i) <br />breaches or is in default of any material obligation under this proposal which default is incapable of cure <br />or which, being capable of cure, has not been cured with ten (10) days after receipt of notice of such <br />default or (ii) becomes insolvent, makes a general assignment for the benefit of creditors, files a <br />voluntary petition for protection under bankruptcy or insolvency law, or has wound up or liquidated its <br />business. <br />Provisions of this proposal which by their express terms extend beyond expiration or termination or <br />which by their nature so extend to give effect to their meaning will survive and continue in full force and <br />effect after any expiration or termination of this proposal. <br /> <br /> <br /> <br /> <br /> <br /> <br /> <br /> <br /> <br />Docusign Envelope ID: 5622207C-0656-4914-A354-B2777DE998A0