Common use of Covenants Not to Compete or Interfere Clause in Contracts

Covenants Not to Compete or Interfere. (a) Subject to Section 11(b) below, during the term of this Agreement and the period ending twenty-four (24) months from and after the termination of the Executive's employment hereunder, the Executive shall not engage in any business (whether as an officer, director, owner, employee, partner, consultant, advisor or other direct or indirect participant) engaged in the development of non-viral gene therapy and/or gene targeting and/or gene activation methods and/or the sale of products or rendering of services related to non-viral gene therapy and/or gene targeting and/or gene activation and/or to any other activities which directly compete with the Company's business activities. This Agreement shall not be construed to restrict the Executive's right to be employed as a faculty member of any university or employee of any nonprofit agency or foundation after any termination of this Agreement where this covenant not to compete shall continue to be in effect. During the period in which this covenant not to compete is in effect the Executive also shall not interfere with, disrupt or attempt to disrupt the relationship, contractual or otherwise, between the Company and any customer, supplier, lessor, lessee, employee, consultant, research partner or investor of the Company. (b) If this Agreement is terminated by the Company pursuant to Section 7(a)(iii) above, the provisions of the first sentence of Section 11(a) shall apply until twelve (12) months from and after such termination. (c) It is the desire and intent of the parties that the provisions of this Section 11 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular Subsection or portion of this Section 11 shall be adjudicated to be invalid or unenforceable, this Section 11 shall be deemed amended to delete therefrom the portion thus adjudicated to be invalid or unenforceable, such deletion to apply only with respect to the operation of this Section in the particular jurisdiction in which such adjudication is made. (d) In the event of any breach of the provisions of this Section 11 by the Executive, any and all rights of the Executive to receive severance payments under Section 7(b) above shall automatically terminate.

Covenants Not to Compete or Interfere. (a) Subject to Section 11(b) below, during the term of this Agreement and the period ending twenty-four (24) months from and after the termination of the Executive's employment hereunder, the Executive shall not engage in any business (whether as an officer, director, owner, employee, partner, consultant, advisor or other direct or indirect participant) engaged in the development of non-viral gene therapy and/or gene targeting and/or gene activation methods and/or the sale of products or rendering of services related to non-viral gene therapy and/or gene targeting and/or gene activation and/or to any other activities which directly compete with the Company's business activities. This Agreement shall not be construed to restrict the Executive's right to be employed as a faculty member of any university or employee of any nonprofit agency or foundation after any termination of this Agreement where this covenant not to compete shall continue to be in effect. During the period in which this covenant not to compete is in effect the Executive also shall not interfere with, disrupt or attempt to disrupt the relationship, contractual or otherwise, between the Company and any customer, supplier, lessor, lessee, employee, consultant, research partner or investor of the Company. (b) If this Agreement is terminated by the Company pursuant to Section 7(a)(iii) above, the provisions of the first sentence of Section 11(a) shall apply until twelve (12) months from and after such termination. (c) It is the desire and intent of the parties that the provisions of this Section 11 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular Subsection or portion of this Section 11 shall be adjudicated to be invalid or unenforceable, this Section 11 shall be deemed amended to delete therefrom the portion thus adjudicated to be invalid or unenforceable, such deletion to apply only with respect to the operation of this Section in the particular jurisdiction in which such adjudication is made. (d) In the event of any breach of the provisions of this Section 11 by the Executive, any and all rights of the Executive to receive severance payments under Section 7(b) above shall automatically terminate.

Covenants Not to Compete or Interfere. (a) Subject to Section 11(b10(b) below, during the term of this Agreement and the period ending twenty-four (24) months from and after the termination of the Executive's employment hereunder, the Executive shall not engage in any business (whether as an officer, director, owner, employee, partner, consultant, advisor or other direct or indirect participant) engaged in the development of non-viral gene therapy and/or gene targeting and/or gene activation methods and/or the sale of products or rendering of services related to non-viral gene therapy and/or gene targeting and/or gene activation and/or to any other activities which directly compete with the Company's business activities. This Agreement shall not be construed to restrict the Executive's right to be employed as a faculty member of any university or employee of any nonprofit agency or foundation after any termination of this Agreement where this covenant not to compete shall continue to be in effect. During the period in which this covenant not to compete is in effect the Executive also shall not interfere with, disrupt or attempt to disrupt the relationship, contractual or otherwise, between the Company and any customer, supplier, lessor, lessee, employee, consultant, research partner or investor of the Company. (b) If this Agreement is terminated by the Company pursuant to Section 7(a)(iii6(a)(iii) above, the provisions of the first sentence of Section 11(a10(a) shall apply until twelve (12) months from and after such termination. (c) It is the desire and intent of the parties that the provisions of this Section 11 10 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular Subsection or portion of this Section 11 10 shall be adjudicated to be invalid or unenforceable, this Section 11 10 shall be deemed amended to delete therefrom the portion thus adjudicated to be invalid or unenforceable, such deletion to apply only with respect to the operation of this Section in the particular jurisdiction in which such adjudication is made. (d) In the event of any breach of the provisions of this Section 11 10 by the Executive, any and all rights of the Executive to receive severance payments under Section 7(b6(b) above shall automatically terminate.

Covenants Not to Compete or Interfere. (a) Subject to Section 11(b10(b) below, during the term of this Agreement and the period ending twenty-four (24) months from and after the termination of the Executive's employment hereunder, the Executive shall not engage in any business (whether as an officer, director, owner, employee, partner, consultant, advisor or other direct or indirect participant) engaged in the development of non-viral gene therapy and/or gene targeting and/or gene activation isolation methods and/or the sale of products or rendering of services related to non-viral gene therapy and/or gene targeting and/or gene activation isolation and/or to any other activities which directly compete with the Company's business activities. This Agreement shall not be construed to restrict the Executive's right to be employed as a faculty member of any university or employee of any nonprofit agency or foundation after any termination of this Agreement where this covenant not to compete shall continue to be in effect. During the period in which this covenant not to compete is in effect the Executive also shall not interfere with, disrupt or attempt to disrupt the relationship, contractual or otherwise, between the Company and any customer, supplier, lessor, lessee, employee, consultant, research partner or investor of the Company. (b) If this Agreement is terminated by the Company pursuant to Section 7(a)(iii6(a)(iii) above, the provisions of the first sentence of Section 11(a10(a) shall apply until twelve (12) months from and after such termination. (c) It is the desire and intent of the parties that the provisions of this Section 11 10 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular Subsection or portion of this Section 11 10 shall be adjudicated to be invalid or unenforceable, this Section 11 10 shall be deemed amended to delete therefrom the portion thus adjudicated to be invalid or unenforceable, such deletion to apply only with respect to the operation of this Section in the particular jurisdiction in which such adjudication is made. (d) In the event of any breach of the provisions of this Section 11 10 by the Executive, any and all rights of the Executive to receive severance payments under Section 7(b6(b) above shall automatically terminate.

Covenants Not to Compete or Interfere. (a) Subject to Section 11(b) below, during During the term of this Agreement (including any Subsequent Terms), and the for a period ending twenty-four twelve (2412) months from and after the termination of the Executive's Employee’s employment hereunder, the Executive Employee shall not engage in any business (whether as an officer, director, owner, employee, partner, consultant, advisor partner or other direct or indirect participant) engaged engage in any in Competitive Business. “Competitive Business” shall mean the development of non-viral gene therapy and/or gene targeting and/or gene activation methods and/or the manufacturing, supplying, producing, selling, distributing or Txxxxx Employment Agreement April 1, 2007 Page 4 providing for sale of products any orthopaedic product, device or rendering instrument manufactured or sold by the Company or its subsidiaries or in clinical development sponsored by the Company or its subsidiaries, in each case, as of services related to non-viral gene therapy and/or gene targeting and/or gene activation and/or to any other activities which directly compete with the Company's business activities. This Agreement shall not be construed to restrict the Executive's right to be employed as a faculty member date of any university or employee of any nonprofit agency or foundation after any termination of this Agreement where this covenant not to compete the Employee’s employment. For such period, the Employee shall continue to be in effect. During the period in which this covenant not to compete is in effect the Executive also shall not interfere with, disrupt or attempt to disrupt the relationship, contractual or otherwise, between the Company or its subsidiaries and any customer, supplier, lessor, lessee, employee, consultant, research partner lessee or investor employee of the Company. (b) If Company or its subsidiaries. It is the intent of the parties that the agreement set forth in this Agreement is terminated by paragraph 11 apply in all parts of North America. Employee agrees that a monetary remedy for a breach of the agreement set forth in this paragraph 11 will be inadequate and impracticable and further agrees that such a breach would cause the Company pursuant irreparable harm, and that the Company shall be entitled to Section 7(a)(iii) abovetemporary and permanent injunctive relief without the necessity of proving actual damages. In the event of such a breach, Employee agrees that the provisions Company shall be entitled to such injunctive relief, including temporary restraining orders, preliminary injunctions and permanent injunctions as a court of the first sentence of Section 11(a) competent jurisdiction shall apply until twelve (12) months from and after such termination. (c) determine. It is the desire and intent of the parties that the provisions of this Section paragraph 11 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular Subsection or portion of this Section paragraph 11 shall be adjudicated to be invalid or unenforceable, this Section paragraph 11 shall be deemed amended curtailed, whether as to delete therefrom time or location, to the portion thus adjudicated minimum extent required for its validity under the applicable law and shall be binding and enforceable with respect to be invalid or unenforceablethe Employee as so curtailed, such deletion curtailment to apply only with respect to the operation of this Section paragraph in the particular jurisdiction in which such adjudication is made. (d) In . If a court in any jurisdiction, in adjudicating the event of any breach of the provisions validity of this Section paragraph 11, imposes any additional terms or restrictions which respect to the agreement set forth in this paragraph 11, this paragraph 11 by the Executive, any and all rights of the Executive shall be deemed amended to receive severance payments under Section 7(b) above shall automatically terminateincorporate such additional terms or restrictions.

Covenants Not to Compete or Interfere. (a) Subject to Section 11(b) below, during the term of this Agreement and the period ending twenty-four (24) months from and after the termination of the Executive's ’s employment hereunder, the Executive shall not engage in any business (whether as an officer, director, owner, employee, partner, consultant, advisor or other direct or indirect participant) engaged in the development of non-viral gene therapy and/or gene targeting and/or gene activation methods and/or the or sale of products for the treatment of lysosomal storage disorders. The Company and the Executive hereby agree as of the date hereof that this Section 11(a) shall only apply to BioMarin Pharmaceutical Inc., Amgen Inc. and Genzyme Corporation and any subsidiary or rendering affiliate of services related to non-viral gene therapy and/or gene targeting and/or gene activation and/or to any other activities which directly compete with the Company's business activitiessuch companies. This Agreement shall not be construed to restrict the Executive's ’s right to be employed as a faculty member of any university or employee of any nonprofit agency or foundation after any termination of this Agreement where this covenant not to compete shall continue to be in effect. During the period in which this covenant not to compete is in effect the Executive also shall not interfere with, disrupt or attempt to disrupt the relationship, contractual or otherwise, between the Company and any customer, supplier, lessor, lessee, employee, consultant, research partner or investor of the Company. (b) If this Agreement is terminated by the Company pursuant to Section 7(a)(iii) above or Section 7(c) above, the provisions of the first sentence of Section 11(a) shall apply until twelve (12) months from and after such termination. (c) It is the desire and intent of the parties that the provisions of this Section 11 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought. Accordingly, if any particular Subsection or portion of this Section 11 shall be adjudicated to be invalid or unenforceable, this Section 11 shall be deemed amended to delete therefrom the portion thus adjudicated to be invalid or unenforceable, such deletion to apply only with respect to the operation of this Section in the particular jurisdiction in which such adjudication is made. (d) In the event of any breach of the provisions of this Section 11 by the Executive, any and all rights of the Executive to receive severance payments under Section 7(b) and (c) above shall automatically terminate.