Common use of Competitive Business Activities Clause in Contracts

Competitive Business Activities. During his employment and the one (1) year following his effective termination date (regardless of the reason for the termination), 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 its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (A) who are customers of the Company or its Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or its Affiliates’ behalf; or (C) who were customers of the Company or 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 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(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 or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3(2) Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one 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 during the one (1) year following his effective termination date (regardless of the reason for the termination)------------------------------- Non-Competition Period or Alternative Non-Competition Period set forth in Section 4, Executive as applicable, Founder will not engage in the following activities:activities set forth below in this Section 5.2 (except that in any event the activities set forth on Schedule A ---------- attached hereto shall be permitted): (Aa) on Executive’s Founder's own or another’s 's behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant consultant, advisor or otherwise, directly or indirectly: (i) compete with the Company or its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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 research5.2.1; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the samesame as, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (Aa) who are customers of the Company or its AffiliatesCompany; (Bb) who Executive Founder, or someone for whom he was responsible had management responsibility or supervision, solicited, negotiated, contracted contracted, serviced or serviced had contact with on the Company’s or its Affiliates’ 's behalf; or (Cc) who were customers of the Company or its Affiliates at any time during the last year of Executive’s Founder's employment with the Company;; or (d) to whom the Company had made proposals to do business at any time during the last year of Founder's employment with the Company; or (iii) offer employment to or otherwise solicit for employment or engagement (as a consultant, advisor, independent contractor or otherwise) any employee or other person who had been employed or engaged by the Company or its Affiliates during the last year of Executive’s Founder's employment with the Company; or (Bb) directly within the geographical areas set forth in Section 5.2.1, be employed (or indirectly otherwise engaged) by any person or entity that competes with the Company in the field of agricultural biotechnology and genomics, in (i) a management capacity, (ii) other capacity providing the same or similar services which Founder provided to the Company, or (iii) any capacity connected with competitive business activities; or (c) take any action which is materially detrimental or otherwise intended to be adverse to the Company’s and/or Affiliates’ 's goodwill, name, business relations, prospects and operations. 6.3(1) 5.2.1 The restrictions set forth in Section 6.3 5.2 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 AffiliatesRaleigh/Durham/Research Triangle Park, North Carolina metropolitan area; (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 or its Affiliates is located or does or, during Executive’s Founder's employment with Company, Company did business; (iii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Founder's services were provided (in person or otherwise), or for which Founder had responsibility, or in which Founder worked on Company projects, while employed by the Company; (iv) the State of North Carolina; (v) the Los Angeles, California metropolitan area; (vi) the San Francisco, California/San Francisco Bay metropolitan area; and (vii) the State of California. 6.3(2) 5.2.2 Notwithstanding the foregoing, Executive’s Founder's ownership, directly or indirectly, of not more than one 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 6.35.2.

Competitive Business Activities. During his employment and during the one (1) year following his effective termination date (regardless of the reason for the termination)------------------------------- Non-Competition Period or Alternative Non-Competition Period set forth in Section 4, Executive as applicable, Founder will not engage in the following activities:activities set forth below in this Section 5.2): (Aa) on Executive’s Founder's own or another’s 's behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant consultant, advisor or otherwise, directly or indirectly: (i) compete with the Company or its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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 research5.2.1; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the samesame as, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (Aa) who are customers of the Company or its AffiliatesCompany; (Bb) who Executive Founder, or someone for whom he was responsible had management responsibility or supervision, solicited, negotiated, contracted contracted, serviced or serviced had contact with on the Company’s or its Affiliates’ 's behalf; or (Cc) who were customers of the Company or its Affiliates at any time during the last year of Executive’s Founder's employment with the Company;; or (d) to whom the Company had made proposals to do business at any time during the last year of Founder's employment with the Company; or (iii) offer employment to or otherwise solicit for employment or engagement (as a consultant, advisor, independent contractor or otherwise) any employee or other person who had been employed or engaged by the Company or its Affiliates during the last year of Executive’s Founder's employment with the Company; or (Bb) directly within the geographical areas set forth in Section 5.2.1, be employed (or indirectly otherwise engaged) by any person or entity that competes with the Company in the field of agricultural biotechnology and genomics, in (i) a management capacity, (ii) other capacity providing the same or similar services which Founder provided to the Company, or (iii) any capacity connected with competitive business activities; or (c) take any action which is materially detrimental or otherwise intended to be adverse to the Company’s and/or Affiliates’ 's goodwill, name, business relations, prospects and operations. 6.3(1) 5.2.1 The restrictions set forth in Section 6.3 5.2 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 AffiliatesRaleigh/Durham/Research Triangle Park, North Carolina metropolitan area; (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 or its Affiliates is located or does or, during Executive’s Founder's employment with Company, Company did business; (iii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Founder's services were provided (in person or otherwise), or for which Founder had responsibility, or in which Founder worked on Company projects, while employed by the Company; (iv) the State of North Carolina; (v) the Los Angeles, California metropolitan area; (vi) the San Francisco, California/San Francisco Bay metropolitan area; and (vii) the State of California. 6.3(2) 5.2.2 Notwithstanding the foregoing, Executive’s Founder's ownership, directly or indirectly, of not more than one 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 6.35.2.

Competitive Business Activities. During his employment and the one two (12) year years following his effective termination date (regardless of the reason for the termination), 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 its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (A) who are customers of the Company or its Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or its Affiliates’ behalf; or (C) who were customers of the Company or 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 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(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 or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3(2) Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one 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 one (1) year following his effective termination date (regardless of the reason for the termination), Executive will not engage in the following activities: (A) on Executive’s 's own or another’s 's behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company or its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (A) who are customers of the Company or its Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s 's or its Affiliates’ ' behalf; : or (C) who were customers of the Company or its Affiliates at any time during the last year of Executive’s '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 or its Affiliates during the last year of Executive’s '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 's and/or Affiliates’ ' goodwill, name, business relations, prospects and operations. 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 location of the Company and/or its Affiliates where the Executive had an office during the Executive’s 's employment with the Company and/or its AffiliatesCompany; (ii) any city, metropolitan area, county (or similar political subdivision in foreign countries) in which Executive’s '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 or its Affiliates is located or does or, during Executive’s 's employment with Company, did business. 6.3(2) Notwithstanding Not withstanding the foregoing, Executive’s 's ownership, directly or indirectly, of not more than one 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 one (1) year following his effective termination date (regardless of the reason for the termination), Executive will not engage in the following activities: (A) on Executive’s 's own or another’s 's behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company or its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (A) who are customers of the Company or its Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s 's or its Affiliates’ ' behalf; or (C) who were customers of the Company or its Affiliates at any time during the last year of Executive’s '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 or its Affiliates during the last year of Executive’s '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 's and/or Affiliates’ ' goodwill, name, business relations, prospects and operations. 6.3(1(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 '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 '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 or its Affiliates is located or does or, during Executive’s 's employment with Company, did business. 6.3(2) Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one 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 one two (12) year years following his effective termination date (regardless of the reason for the termination), Executive will not engage in the following activities: (A) on Executive’s 's own or another’s 's behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company or its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (A) who are customers of the Company or its Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s 's or its Affiliates’ ' behalf; or (C) who were customers of the Company or its Affiliates at any time during the last year of Executive’s '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 or its Affiliates during the last year of Executive’s '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 's and/or Affiliates’ ' goodwill, name, business relations, prospects and operations. 6.3(1(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 '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 '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 or its Affiliates is located or does or, during Executive’s 's employment with Company, did business. 6.3(2) Notwithstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one 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 one (1) year following his effective termination date (regardless of the reason for the termination), 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 its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: : (A) who are customers of the Company or its Affiliates; (B) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s or its Affiliates’ behalf; : or (C) who were customers of the Company or 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 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(1) The restrictions set forth in Section 6.3 apply to the following geographical areas; (i) within a 60-mile radius of the location of the Company and/or its Affiliates where the Executive had an office during the Executive’s employment with the Company and/or its AffiliatesCompany; (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 or its Affiliates is located or does or, during Executive’s employment with Company, did business. 6.3(2) Notwithstanding Not withstanding the foregoing, Executive’s ownership, directly or indirectly, of not more than one 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 one (1) year following his effective termination date (regardless of the reason for the termination), Executive will not engage in the following activities: (Aa) on Executive’s 's own or another’s 's behalf, whether as an officer, director, stockholder, partner, associate, owner, employee, consultant or otherwise, directly or indirectly: (i) compete with the Company or its Affiliates within the geographical areas set forth in Section 6.3(1); except that Executive, without violating this provision, may become employed by 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 contract research; (ii) within the geographical areas set forth in Section 6.3(1), solicit or do business which is the same, similar to or otherwise in competition with the business engaged in by the Company or its Affiliates, from or with persons or entities: (Aa) who are customers of the Company or its Affiliates; (Bb) who Executive or someone for whom he was responsible solicited, negotiated, contracted or serviced on the Company’s 's or its Affiliates’ ' behalf; or (Cc) who were customers of the Company or its Affiliates at any time during the last year of Executive’s '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 or its Affiliates during the last year of Executive’s '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 's and/or Affiliates’ ' goodwill, name, business relations, prospects and operations. 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 '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 's services were provided, or for which Executive had substantial responsibility, or in which Executive performed substantial work worked on Company and/or Affiliates’ 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 or its Affiliates is are located or does or, during Executive’s 's employment with Company, did business. 6.3(2) Notwithstanding the foregoing, Executive’s 's ownership, directly or indirectly, of not more than one 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.