Common use of Consulting and Noncompetition Clause in Contracts

Consulting and Noncompetition. Executive acknowledges and agrees ----------------------------- with the Company that Executive's services to the Company are unique in nature and that the Company would be irreparably damaged if Executive were to provide similar services to any person or entity competing with the Company or engaged in a similar business. Executive accordingly covenants and agrees with the Company that during the period commencing with the date of this Agreement and, as long as the Company compensates Executive as a consultant at an amount payable monthly equal to 10% of Executive's cash compensation in the 12 months preceding his termination of employment, thereafter until the third anniversary of the date of the termination of Executive's employment with the Company (the "Noncompetition Period"), Executive shall not, directly or indirectly, either for himself or for any other individual, corporation, partnership, joint venture or other entity, participate in any business (including, without limitation, any division, group or franchise of a larger organization) which (i) engages or which proposes to engage in the acquisition, disposition, operation or management of allied health schools anywhere in the U.S. or (ii) which operates or plans to operate schools of any type in the same geographic areas as Company at the time of such termination. For purposes of this Agreement, the term "participate in" shall include, without limitation, having any director or indirect interest in any corporation, partnership, joint venture or other entity, whether as a sole proprietor, owner, stockholder, partner, joint venturer, creditor or otherwise, or rendering any direct or indirect service or assistance to any individual, corporation, partnership, joint venture and other business entity (whether as a director, officer, manager, supervisor, employee, agent, consultant or otherwise).

Consulting and Noncompetition. Executive acknowledges and ----------------------------- agrees ----------------------------- with the Company that Executive's services to the Company are unique in nature and that the Company would be irreparably damaged if Executive were to provide similar services to any person or entity competing with the Company or engaged in a similar business. Executive accordingly covenants and agrees with the Company that during the period commencing with the date of this Agreement and, as long as the Company compensates Executive as a consultant at an amount payable monthly equal to 10% of Executive's cash compensation in the 12 months preceding his termination of employment, thereafter until the third anniversary of the date of the termination of Executive's employment with the Company (the "Noncompetition Period"), Executive shall not, directly or indirectly, either for himself or for any other individual, corporation, partnership, joint venture or other entity, participate in any business (including, without limitation, any division, group or franchise of a larger organization) which (i) engages or which proposes to engage in the acquisition, disposition, operation or management of allied health schools anywhere in the U.S. or (ii) which operates or plans to operate schools of any type in the same geographic areas as Company at the time of such termination. For purposes of this Agreement, the term "participate in" shall include, without limitation, having any director or indirect interest in any corporation, partnership, joint venture or other entity, whether as a sole proprietor, owner, stockholder, partner, joint venturer, creditor or otherwise, or rendering any direct or indirect service or assistance to any individual, corporation, partnership, joint venture and other business entity (whether as a director, officer, manager, supervisor, employee, agent, consultant or otherwise).

Consulting and Noncompetition. Executive acknowledges and agrees ----------------------------- with the Company that Executive's services to the Company are unique in nature and that the Company would be irreparably damaged if Executive were to provide similar services to any person or entity competing with the Company or engaged in a similar business. Executive accordingly covenants and agrees with the Company that during the period commencing with the date of this Agreement and, as long as the Company compensates Executive as a consultant at an amount payable monthly equal to 10% of Executive's cash compensation in the 12 months preceding his termination of employment, thereafter until the third anniversary of the date of the termination of Executive's employment with the Company (the "Noncompetition Period"), Executive shall not, directly or indirectly, either for himself or for any other individual, corporation, partnership, joint venture or other entity, participate in any business (including, without limitation, any division, group or franchise of a larger organization) which (i) engages or which proposes to engage in the acquisition, disposition, operation or management of allied health schools anywhere in the U.S. or (ii) which operates or plans to operate schools of any type in the same geographic areas as Company at the time of such termination. For purposes of this Agreement, the term "participate in" shall include, without limitation, having any director or indirect interest in any corporation, partnership, joint venture or other entity, whether as a sole proprietor, owner, stockholder, partner, joint venturer, creditor or otherwise, or rendering any direct or indirect service or assistance to any individual, corporation, partnership, joint venture and other business entity (whether as a director, officer, manager, supervisor, employee, agent, consultant or otherwise).. -11-

Consulting and Noncompetition. Executive acknowledges ----------------------------- and agrees ----------------------------- with the Company that Executive's services to the Company are unique in nature and that the Company would be irreparably damaged if Executive were to provide similar services to any person or entity competing with the Company or engaged in a similar business. Executive accordingly covenants and agrees with the Company that during the period commencing with the date of this Agreement and, as long as the Company compensates Executive as a consultant at an amount payable monthly equal to 10% of Executive's cash compensation in the 12 months preceding his termination of employment, thereafter until the third anniversary of the date of the termination of Executive's employment with the Company (the "Noncompetition Period"), Executive shall not, directly or indirectly, either for himself or for any other individual, corporation, partnership, joint venture or other entity, participate in any business (including, without limitation, any division, group or franchise of a larger organization) which (i) engages or which proposes to engage in the acquisition, disposition, operation or management of allied health schools anywhere in the U.S. or (ii) which operates or plans to operate schools of any type in the same geographic areas as Company at the time of such termination. For purposes of this Agreement, the term "participate in" shall include, without limitation, having any director or indirect interest in any corporation, partnership, joint venture or other entity, whether as a sole proprietor, owner, stockholder, partner, joint venturer, creditor or otherwise, or rendering any direct or indirect service or assistance to any individual, corporation, partnership, joint venture and other business entity (whether as a director, officer, manager, supervisor, employee, agent, consultant or otherwise).