Sallie Mae 2015 Annual Report Download - page 203

for whatever reason (collectively, the “Non-Solicitation Employee Period”) that I shall not solicit
or encourage any employee with whom I communicated within the last year of my employment to
leave the employ of SLM, or hire any such employees. Further, for a period of [INSERT NUMBER
OF MONTHS OF BASE PAY SEVERANCE IDENTIFIED IN PLAN SECTION 3.02] months
following the termination of my employment with the SLM, I shall not, directly or indirectly, contact
or accept business that SLM could otherwise perform from any of SLM’s customers or prospective
customers with whom I communicated within the last two (2) years of my employment.
I expressly agree that the markets served by SLM extend nationally are not dependent
on the geographic location of the personnel or the businesses by which they are employed and that
the restrictions set forth in this Section (6) have been designed to be reasonable and are no greater
than are required for the protection of SLM and do not prevent me from earning a livelihood by
working in positions that do not compete with SLM. In the event that a court shall determine that
any provision of the Agreement and Release is unenforceable, the Parties shall request that the court
construe this Agreement and Release in such a fashion as to render it enforceable and to revise time,
geographic and functional limits to those minimum limits that the court believes are reasonable to
protect the interests of SLM. I acknowledge and agree that this covenant has unique, substantial
and immeasurable value to SLM, that I have sufficient skills to provide a livelihood for me while
this covenant remains in force, and that this covenant will not interfere with my ability to work
consistent with my experience, training, and education. To enable SLM to monitor compliance
with the obligations imposed by this Agreement and Release, I further agree to inform in writing
Sallie Mae’s Senior Vice President, Human Resources of the identity of my subsequent employer
(s) and my prospective job title and responsibilities prior to beginning employment. I agree that
this notice requirement shall remain in effect for twelve (12) months following the termination of
my employment.
In the event that the Board of Directors of SLM or its successor reasonably determines
that I have violated any of the post-employment restrictions of the Agreement and Release or if a
court at my request determines that all or a substantial part of such restrictions are held to be
unenforceable, I will return to SLM fifty percent (50%) (less withholdings previously withheld by
law) of the cash Plan Benefits. The illegality, unenforceability, or ineffectiveness of any provision
of this Section (6) shall not affect the legality, enforceability, or effectiveness of any other provision
of this Agreement and Release. Notwithstanding the confidentiality provisions identified in Section
4(d) of this Agreement and Release, I may disclose my SLM restrictive covenants to perspective
employers and agree that SLM may provide a copy of this Agreement and Release to my prospective
or future employers.
(7) Review Period: I hereby acknowledge (a) that I initially received a copy of the original
draft of this Agreement and Release on or before [Date]; (b) that I was offered a period of forty-
five (45) calendar days to review and consider it; (c) that I understand I could use as much of the
forty-five (45) calendar day period as I wish prior to signing; and (d) that I was strongly encouraged
to consult with an attorney in writing before signing this Agreement and Release, and understood