Common use of Competitive Business Activities Clause in Contracts

Competitive Business Activities. During his employment and the twelve (12) months following his effective termination date (regardless of the reason for the termination and regardless of whether initiated by Executive or Company), Executive will not engage in the following activities: (a) on Executive’s own or another’s behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company, or any of its Affiliates with whom the Executive worked or about whom Executive has significant knowledge (each, a “Restricted Affiliate”), within the geographical areas set forth in Section 6.3.2; except that Executive, without violating this provision, may become employed by (a) any company which is engaged in the integrated development, discovery, manufacture, marketing and sale of pharmaceutical drugs that does not engage in contract sales and/or research or (b) by an entity primarily engaged in the private practice of law; (ii) within the geographical areas set forth in Section 6.3.2, solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or a Restricted Affiliate, from or with persons or entities: (A) who are customers of the Company or a Restricted Affiliate; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or a Restricted Affiliate’s behalf; or (C) who were customers of the Company or a Restricted Affiliate at any time during the last year of Executive’s employment with the Company; (iii) offer employment to or otherwise solicit for employment any employee or other person who had been employed by the Company and/or its Affiliates during the last year of Executive’s employment with the Company; or (b) directly or indirectly take any action which is materially detrimental or otherwise intended to be adverse to the Company’s and/or Affiliates’ goodwill, name, business relations, prospects and operations. 6.3.2 The restrictions set forth in Section 6.3 apply to the following geographical areas: (i) within a 60-mile radius of the Company and/or its Affiliates where the Executive had an office during the Executive’s employment with the Company and/or its Affiliates; (ii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Executive’s substantial services were provided, or for which Executive had substantial responsibility, or in which Executive performed substantial work on Company and/or Affiliates’ projects, while employed by the Company; and (iii) any city, metropolitan area, county (or similar political subdivisions in foreign countries) in which the Company and/or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3.3 Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one (1) percent of the issued and outstanding stock of a corporation the shares of which are regularly traded on a national securities exchange or in the over-the-counter market shall not violate Section 6.3.

Competitive Business Activities. During his employment and the twelve one (121) months year following his effective termination date (regardless of the reason for the termination and regardless of whether initiated by Executive or Company), Executive will not engage in the following activities: (aA) on Executive’s own or another’s behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company, Company or any of its Affiliates with whom the Executive worked or about whom Executive has significant knowledge (each, a “Restricted Affiliate”), within the geographical areas set forth in Section 6.3.26.3(B)(1); except that Executive, without violating this provision, may become employed by (a) any company which is engaged in the integrated development, discovery, manufacture, marketing and sale of pharmaceutical drugs that does not engage in contract sales and/or research or (b) by an entity primarily engaged in the private practice of lawresearch; (ii) within the geographical areas set forth in Section 6.3.26.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or a Restricted Affiliateits Affiliates, from or with persons or entities: (A) who are customers of the Company or a Restricted Affiliateits Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or a Restricted Affiliate’s its Affiliates’ behalf; or (C) who were customers of the Company or a Restricted Affiliate its Affiliates at any time during the last year of Executive’s employment with the Company; (iii) offer employment to or otherwise solicit for employment any employee or other person who had been employed by the Company and/or or its Affiliates during the last year of Executive’s employment with the Company; or (bB) directly or indirectly take any action which is materially detrimental or otherwise intended to be adverse to the Company’s and/or Affiliates’ goodwill, name, business relations, prospects and operations. 6.3.2 6.3(1) The restrictions set forth in Section 6.3 apply to the following geographical areas: ; (i) within a 60-mile radius of the Company and/or its Affiliates where the Executive had an office during the Executive’s employment with the Company and/or its Affiliates; (ii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Executive’s substantial services were provided, or for which Executive had substantial responsibility, or in which Executive performed substantial work on Company and/or Affiliates’ projects, while employed by the Company; and (iii) any city, metropolitan area, county (or similar political subdivisions in foreign countries) in which the Company and/or or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3.3 6.3(2) Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one (1) percent of the issued and outstanding stock of a corporation the shares of which are regularly traded on a national securities exchange or in the over-the-counter market shall not violate Section 6.3.

Competitive Business Activities. During his employment and the twelve for twenty-four (1224) months following his effective termination date (regardless of the reason for the termination and regardless of whether initiated by Executive or Company), Executive will not engage in the following activities: (a) on Executive’s own or another’s behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company, or any of its Affiliates with whom the Executive worked or about whom Executive has significant knowledge (each, a “Restricted Affiliate”), within the geographical areas set forth in Section 6.3.2; except that Executive, without violating this provision, may become employed by (a) any company which is engaged in the integrated development, discovery, manufacture, marketing and sale of pharmaceutical drugs that does not engage in contract sales and/or research or (b) by an entity primarily engaged in the private practice of lawresearch; (ii) within the geographical areas set forth in Section 6.3.2, solicit or do business which is the same, similar to or otherwise in competition competes with the business engaged in by the Company or a Restricted Affiliate, from or with persons or entities: (A) who are customers of the Company or a Restricted Affiliate; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or a Restricted Affiliate’s behalf; or (C) who were customers of the Company or a Restricted Affiliate at any time during the last year of Executive’s employment with the Company; (iii) offer employment to or otherwise solicit directly for employment any employee or other person who had been employed by the Company and/or its Affiliates during the last year of Executive’s employment with the Company, unless such individual’s employment with the Company terminated more than twelve (12) months prior to the offer or solicitation; or (b) directly or indirectly take any action which is materially detrimental or otherwise intended to be adverse to the Company’s and/or Affiliates’ goodwill, name, business relations, prospects and operations. 6.3.2 The restrictions set forth in Section 6.3 apply to the following geographical areas: (i) within a 60-mile radius of the Company and/or its Affiliates where the Executive had an office during the Executive’s employment with the Company and/or its Affiliates; (ii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Executive’s substantial services were provided, or for which Executive had substantial responsibility, or in which Executive performed substantial work on Company and/or Affiliates’ projects, while employed by the Company; and (iii) any city, metropolitan area, county (or similar political subdivisions in foreign countries) in which the Company and/or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3.3 Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one (1) percent of the issued and outstanding stock of a corporation the shares of which are regularly traded on a national securities exchange or in the over-the-counter market shall not violate Section 6.3.

Competitive Business Activities. During his employment and the twelve for twenty-four (1224) months following his effective termination date (regardless of the reason for the termination and regardless of whether initiated by Executive or Company), Executive will not engage in the following activities: (a) on Executive’s own or another’s behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the business of the Company, or any of its Affiliates (other than an Affiliate primarily engaged in investment activities) with whom the Executive worked or about whom Executive has significant knowledge (each, a “Restricted Affiliate”), within the geographical areas set forth in Section 6.3.2; except that Executive, without violating this provision, may become employed by (a) any company which is engaged in the integrated development, discovery, manufacture, marketing and sale of pharmaceutical drugs that does not engage in contract sales and/or research or (b) by an entity primarily engaged in the private practice of lawresearch; (ii) within the geographical areas set forth in Section 6.3.2, solicit or do business which is the same, similar to or otherwise in competition competes with the business engaged in by the Company or a Restricted Affiliate, from or with persons or entities: (A) who are customers of the Company or a Restricted Affiliate; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or a Restricted Affiliate’s behalf; or (C) who were customers of the Company or a Restricted Affiliate at any time during the last year of Executive’s employment with the Company; (iii) offer employment to or otherwise solicit directly or indirectly for employment any managerial or higher level employee or other person who had been employed by the Company and/or its Affiliates during the last year of Executive’s employment with the Company, unless such individual’s employment with the Company terminated more than twelve (12) months prior to the offer or solicitation; or (b) directly or indirectly take any action which is materially detrimental or otherwise intended to be adverse to the Company’s and/or Affiliates’ goodwill, name, business relations, prospects and operations. 6.3.2 The restrictions set forth in Section 6.3 apply to the following geographical areas: (i) within a 60-mile radius of the Company and/or its Affiliates where the Executive had an office during the Executive’s employment with the Company and/or its Affiliates; (ii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Executive’s substantial services were provided, or for which Executive had substantial responsibility, or in which Executive performed substantial work on Company and/or Affiliates’ projects, while employed by the Company; and (iii) any city, metropolitan area, county (or similar political subdivisions in foreign countries) in which the Company and/or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3.3 Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one (1) percent of the issued and outstanding stock of a corporation the shares of which are regularly traded on a national or foreign securities exchange or in the over-the-counter market shall not violate Section 6.3.