Common use of Exclusivity; Non-Competition Clause in Contracts

Exclusivity; Non-Competition. Executive acknowledges that (a) his employment by Fender (which for purposes of Sections 12, 13 and 14 shall mean Fender, its subsidiaries and affiliates) is of a special, personally unique, artistic, unusual, extraordinary and intellectual character, and (b) the nature of Executive’s services, position and expertise is such that he is capable of competing with Fender from nearly any location in the world. Executive further acknowledges that his employment hereunder will, throughout the Employment Period, bring him into close contact with many confidential affairs of Fender, including without limitation information about costs, profits, customers, markets, sales, products, key personnel, pricing policies, operational methods, trade secrets and other business affairs and methods and other information not readily available to the public, and plans for further development (“Confidential Information”). In recognition of the considerations described in the foregoing provisions of this Section 12 and in the preamble to this Agreement, Executive covenants and agrees that, during the Employment Period, and thereafter for the longer of (i) any period after termination of the Employment Period during or for which Executive receives payments, compensation and/or severance pay from Fender, or (ii) twelve (12) months, he will not, in the United States of America, or in any state or other country in which Fender is engaged in any Competitive Business (as defined in the last sentence of this Section 12), directly or indirectly: (i) enter into the employ of or render any services to any person, firm or corporation engaged in any Competitive Business; (ii) engage in any Competitive Business for his own account; (iii) become interested in any Competitive Business as an individual, partner, shareholder, creditor, director, officer, principal, agent, employee, trustee, consultant, advisor or in any other relationship or capacity; (iv) induce, for Executive or any other person or entity, any present or future employee of Fender to leave the employ of Fender and/or seek or accept employment with Executive or with any other person or firm engaged in a Competitive Business; provided, however, that nothing contained in this Section 12 shall be deemed to prohibit Executive from acquiring, solely as an investment through market purchases, securities of such a corporation engaged in any Competitive Business which are registered under Sections 12(b) or 12(g) of the Securities Exchange Act of 1934 and which are publicly traded so long as such securities do not in the aggregate exceed one percent (1%) of any class of securities of such corporation; and provided, further, that nothing herein shall prohibit Executive from being employed by a law firm, banking, investment banking, private equity or other financial services organization or an independent consulting firm that has clients that are engaged in any Competitive Business. The term “Competitive Business,” as used in this Agreement, shall mean the design, manufacture or distribution of musical instruments of any category dealt in by Fender at any time during Executive’s employment by Fender under this Agreement or otherwise.

Exclusivity; Non-Competition. Executive acknowledges that (a) his employment by Fender (which for purposes of Sections 12, 13 and 14 shall mean Fender, its subsidiaries and affiliates) is of a special, personally unique, artistic, unusual, extraordinary and intellectual character, and (b) the nature of Executive’s services, position and expertise is such that he is capable of competing with Fender from nearly any location in the world. Executive further acknowledges that his employment hereunder will, throughout the Employment Period, bring him into close contact with many confidential affairs of Fender, including without limitation information about costs, profits, customers, markets, sales, products, key personnel, pricing policies, operational methods, trade secrets and other business affairs and methods and other information not readily available to the public, and plans for further development (“Confidential Information”). In recognition of the considerations described in the foregoing provisions of this Section 12 and in the preamble to this Agreement, Executive covenants and agrees that, during the Employment Period, and thereafter for the longer of (i) any period after termination of the Employment Period during or for which Executive receives payments, compensation and/or severance pay from Fender, or (ii) twelve (12) months, he will not, in the United States of America, or in any state or other country in which Fender is engaged in any Competitive Business (as defined in the last sentence of this Section 12), directly or indirectly: (i) enter into the employ of or render any services to any person, firm or corporation engaged in any Competitive Business; (ii) engage in any Competitive Business for his own account; (iii) become interested in any Competitive Business as an individual, partner, shareholder, creditor, director, officer, principal, agent, employee, trustee, consultant, advisor or in any other relationship or capacity; (iv) induce, for Executive or any other person or entity, any present or future employee of Fender to leave the employ of Fender and/or seek or accept employment with Executive or with any other person or firm engaged in a Competitive Business; provided, however, that nothing contained in this Section 12 shall be deemed to prohibit Executive from acquiring, solely as an investment through market purchases, securities of such a corporation engaged in any Competitive Business which are registered under Sections 12(b) or 12(g) of the Securities Exchange Act of 1934 and which are publicly traded so long as such securities do not in the aggregate exceed one percent (1%) of any class of securities of such corporation; and provided, further, that nothing herein shall prohibit Executive from being employed by a law firm, banking, investment banking, private equity or other financial services organization or an independent consulting firm that has clients that are engaged in any Competitive Business. The term “Competitive Business,” as used in this Agreement, shall mean the design, manufacture or distribution of musical instruments of any category dealt in by Fender at any time during Executive’s employment by Fender under this Agreement or otherwise.

Exclusivity; Non-Competition. Executive (a) Each of Fxxxxxx, GFV and their respective Affiliates acknowledges that (ai) his employment by Fender the Company engages in a competitive business, (which for purposes ii) Fxxxxxx and GFV services and responsibilities are unique in character and are of Sections 12particular significance to the Company, 13 (iii) Fxxxxxx’x and 14 shall mean FenderGFV’s relationship with the Company will place such Person in a position of confidence and trust with the customers, its subsidiaries suppliers and affiliates) is employees of a special, personally unique, artistic, unusual, extraordinary and intellectual characterthe Company, and (iv) Fxxxxxx’x and GFV’s position with the Company has and will provide such Person access to Confidential Information which is valuable and material to the business and competitive position to the Company. (b) the nature Each of Executive’s servicesFxxxxxx, position GFV and expertise is such their respective Affiliates therefore agrees that he is capable of competing with Fender from nearly any location in the world. Executive further acknowledges that his employment hereunder will, throughout the Employment Period, bring him into close contact with many confidential affairs of Fender, including without limitation information about costs, profits, customers, markets, sales, products, key personnel, pricing policies, operational methods, trade secrets and other business affairs and methods and other information not readily available to the public, and plans for further development (“Confidential Information”). In recognition of the considerations described in the foregoing provisions of this Section 12 and in the preamble to this Agreement, Executive covenants and agrees that, during the Employment Term (the “Restricted Period, ”) and thereafter for the longer a period of (i) any period after termination of the Employment Period during or for which Executive receives payments, compensation and/or severance pay from Fender, or (ii) twelve (12) monthsmonths after termination of this Agreement, he unless such termination is due to or results from a breach of this Agreement by the Company, in which case the Restricted Period shall end on such termination date, such Person will not, in the United States of America, or in any state or other country in which Fender is engaged in any Competitive Business (as defined in the last sentence of this Section 12), directly or indirectly: (i) enter into the employ of or render any services to any person, firm or corporation engaged in any Competitive Business; (ii) engage in any Competitive Business for his own account; (iii) become interested in any Competitive Business as an individualindividual proprietor, partner, shareholder, creditormember, officer, director, officer, principal, agent, employee, trustee, consultant, advisor independent contractor, joint venturer, investor, lender, spokesperson, promoter, endorser or any role participate in any Restricted Business (as defined below) anywhere in the United States unless such Person shall have obtained the prior written consent of the Company; provided, that it shall not be a violation of this Section 20(b) for such Person to (i) own, in the aggregate, an interest of less than 5% of the shares or other relationship equity interests of any company traded on a national securities exchange or capacityover the counter market; and/or (ii) comply with and/or exercise such Person’s rights, obligations and responsibilities under that certain (A) Operating Agreement of InStride Ventures, LLC, by and among GFV, In Stride, LLC, a Delaware limited liability company, Oxxx Xxxx, and Pxxx Xxxxxxx (the “InStride Operating Agreement”), (B) License Agreement, dated April 20, 2007, between GFV and InStride Venture, LLC (the “InStride License Agreement” and together with the InStride Operating Agreement, the “InStride Documents”), (C) Operating Agreement of Vita Ventures, LLC, by and between G-Nutritional, LLC, a Delaware limited liability company (“G-Nutritional”), and Vitaquest International LLC, a Delaware limited liability company (the “Vita Ventures Operating Agreement”), (D) Trademark License and Services Agreement, dated September 7, 2006, between Vita Ventures, LLC, a Delaware limited liability company, and G-Nutritional (the “Vita Ventures Trademark License Agreement” and together with the Vita Ventures Operating Agreement, the “Vita Documents”), (E) Promotion License Agreement, dated September 6, 2006, between KnowFat Franchise Company, Inc., a Delaware corporation (“KnowFat”), and GFV (the “KnowFat Promotion License Agreement”), (F) Services Agreement, dated September 6, 2006, between KnowFat and GFV (the “KnowFat Service Agreement” and together with the KnowFat Promotion License Agreement, the “KnowFat Documents”), and (G) Agreement by and among Gxxxxx Xxxxxxx Productions, Inc. and Fxxxxxx, on the one hand, and GFV and Gxxxxx Xxxxxxx Enterprises, Inc., on the other hand, dated April ___, 2010, which includes the limited license from Fxxxxxx to GFV with respect to the InStride Documents, the Vita Documents, and the KnowFat Documents (the “Fxxxxxx-GFV Agreement”, and together with the InStride Documents, the Vita Documents, and the KnowFat Documents, the “Fxxxxxx Related Documents”). The Company hereby acknowledges that GFV has delivered copies of the Fxxxxxx Related Documents to the Company. (c) Each of Fxxxxxx, GFV and their respective Affiliates, as applicable, further acknowledges and agrees that (i) the InStride Documents does not require Fxxxxxx to participate in any commercials, infomercials, or advertising or promotions distributed through radio, television or the internet, or any other forms of media or advertisements that require Fxxxxxx to speak, and Fxxxxxx shall not participate in any such forms of commercials, infomercials, advertising, promotions or media with respect to InStride Documents, (ii) such Persons shall not amend, modify, or restate the InStride Documents in any manner that would result in a default by such Person under the terms of this Agreement (iii) such Persons shall comply with the terms and conditions set forth in Section 21 herein prior to the assignment of the InStride License Agreement, as the case may be, to any third party, (iv) inducesuch Persons and the other Fxxxxxx or GFV related Persons party to the Fxxxxxx Related Documents shall not manufacture, for Executive sell, promote, market and/or advertise any other products and/or services under the Fxxxxxx Related Documents except as specifically set forth in such respective Fxxxxxx Related Documents; (v) such Persons shall not expand the scope or categories of the products and/or services to be manufactured, sold, promoted, marketed and/or advertised in any of the respective Fxxxxxx Related Documents, and (vi) such Persons shall not manufacture, sell, promote, market and/or advertise any diabetic strips, lancets, meters, control solutions, insulin delivery devices or systems or insulin syringes under the Fxxxxxx Related Documents. (d) The Company hereby acknowledges and agrees that the rights and obligations set forth under this Agreement shall not prohibit any of Fxxxxxx, GFV or any other person of their respective Affiliates, as applicable, from exercising their rights or entity, complying with their respective obligations under any present or future employee of Fender to leave the employ of Fender and/or seek or accept employment with Executive or with any other person or firm engaged in a Competitive BusinessFxxxxxx Related Documents; provided, however, that nothing contained in the event exercising such rights or complying with any such obligations causes a breach of this Agreement, including, but not limited to Section 12 20(c), or a non-appealable order is issued by an Authority of competent jurisdiction that permits or authorizes such Person to manufacture, advertise, promote, market and/or sell any diabetic strips, lancets, meters, control solutions, insulin delivery devices or systems or insulin syringes in exercising its rights or complying with its obligations under the applicable Fxxxxxx Related Documents, the Company (after defending its rights with respect to such Authority) shall be deemed have the right, but not the obligation, to prohibit Executive from acquiringterminate this Agreement pursuant to Section 7(c) or Section 7(f). (e) For purposes of this Agreement, solely as an investment through market purchases, securities of such a corporation “Restricted Business” shall mean any company or entity that is engaged in the business of manufacturing, offering, soliciting or making sales of any Competitive Business which are registered under Sections 12(b) or 12(g) of the Securities Exchange Act Core Diabetic Supplies; provided, that the manufacture or sale of 1934 and which are publicly traded food products and/or cookbooks shall not be considered a Restricted Business, so long as such securities do products or cookbooks are not in the aggregate exceed one percent (1%) of directly targeted to any class of securities of such corporation; and provided, further, that nothing herein shall prohibit Executive from being employed individual with diabetes or restricted by a law firm, banking, investment banking, private equity or other financial services organization or an independent consulting firm that has clients that are engaged in any Competitive Business. The term “Competitive Business,” as used in this Agreement, shall mean the design, manufacture or distribution of musical instruments of any category dealt in by Fender at any time during Executive’s employment by Fender under this Agreement or otherwiselow-sugar diets.

Exclusivity; Non-Competition. Executive acknowledges that (a) his employment by Fender (which for purposes of Sections 1211, 12 and 13 and 14 shall mean Fender, its subsidiaries and affiliates) is of a special, personally unique, artistic, unusual, extraordinary and intellectual character, and (b) the nature of Executive’s services, position and expertise is such that he is capable of competing with Fender from nearly any location in the world. Executive further acknowledges that his employment hereunder will, throughout the Employment Period, bring him into close contact with many confidential affairs of Fender, including without limitation information about costs, profits, customers, markets, sales, products, key personnel, pricing policies, operational methods, trade secrets and other business affairs and methods and other information not readily available to the public, and plans for further development (“Confidential Information”). In recognition of the considerations described in the foregoing provisions of this Section 12 11 and in the preamble to this Agreement, Executive covenants and agrees that, during the Employment Period, Period and thereafter for the longer of (i) any period after termination of the Employment Period during or for which Executive receives payments, compensation and/or severance pay from Fender, or (ii) twelve (12) months, he will not, in the United States of America, or in any state or other country in which Fender is engaged in any Competitive Business (as defined in the last sentence of this Section 1211), directly or indirectly: (i) enter into the employ of or render any services to any person, firm or corporation engaged in any Competitive Business; (ii) engage in any Competitive Business for his own account; (iii) become interested in any Competitive Business as an individual, partner, shareholder, creditor, director, officer, principal, agent, employee, trustee, consultant, advisor or in any other relationship or capacity; (iv) induce, for Executive or any other person or entity, any present or future employee of Fender to leave the employ of Fender and/or seek or accept employment with Executive or with any other person or firm engaged in a Competitive Business; provided, however, that nothing contained in this Section 12 11 shall be deemed to prohibit Executive from acquiring, solely as an investment through market purchases, securities of such a corporation engaged in any Competitive Business which are registered under Sections 12(b) or 12(g) of the Securities Exchange Act of 1934 and which are publicly traded so long as such securities do not in the aggregate exceed one percent (1%) of any class of securities of such corporation; and provided, further, that nothing herein shall prohibit Executive from being employed by a law firm, banking, investment banking, private equity or other financial services organization or an independent consulting firm that has clients that are engaged in any Competitive Business. The term “Competitive Business,” as used in this Agreement, shall mean the design, manufacture or distribution of musical instruments of any category dealt in by Fender at any time during Executive’s employment by Fender under this Agreement or otherwise.

Exclusivity; Non-Competition. Executive acknowledges that (a) his employment by Fender (which for purposes of Sections 12, 13 and 14 shall mean Fender, its subsidiaries and affiliates) is of a special, personally unique, artistic, unusual, extraordinary and intellectual character, and (b) the nature of Executive’s services, position and expertise is such that he is capable of competing with Fender from nearly any location in the world. Executive further acknowledges that his employment hereunder will, throughout the Employment Period, bring him into close contact with many confidential affairs of Fender, including without limitation information about costs, profits, customers, markets, sales, products, key personnel, pricing policies, operational methods, trade secrets and other business affairs and methods and other information not readily available to the public, and plans for further development (“Confidential Information”). In recognition of the considerations described in the foregoing provisions of this Section 12 and in the preamble to this Agreement, Executive covenants and agrees that, during the Employment Period, Period and thereafter for the longer of (i) any period after termination of the Employment Period during or for which Executive receives payments, compensation and/or severance pay from Fender, or (ii) twelve (12) months, he will not, in the United States of America, or in any state or other country in which Fender is engaged in any Competitive Business (as defined in the last sentence of this Section 12), directly or indirectly: (i) enter into the employ of or render any services to any person, firm or corporation engaged in any Competitive Business; (ii) engage in any Competitive Business for his own account; (iii) become interested in any Competitive Business as an individual, partner, shareholder, creditor, director, officer, principal, agent, employee, trustee, consultant, advisor or in any other relationship or capacity; (iv) induce, for Executive or any other person or entity, any present or future employee of Fender to leave the employ of Fender and/or seek or accept employment with Executive or with any other person or firm engaged in a Competitive Business; provided, however, that nothing contained in this Section 12 shall be deemed to prohibit Executive from acquiring, solely as an investment through market purchases, securities of such a corporation engaged in any Competitive Business which are registered under Sections 12(b) or 12(g) of the Securities Exchange Act of 1934 and which are publicly traded so long as such securities do not in the aggregate exceed one percent (1%) of any class of securities of such corporation; and provided, further, that nothing herein shall prohibit Executive from being employed by a law firm, banking, investment banking, private equity or other financial services organization or an independent consulting firm that has clients that are engaged in any Competitive Business. The term “Competitive Business,” as used in this Agreement, shall mean the design, manufacture or distribution of musical instruments of any category dealt in by Fender at any time during Executive’s employment by Fender under this Agreement or otherwise.

Exclusivity; Non-Competition. Executive (a) Each of Xxxxxxx, GFV and their respective Affiliates acknowledges that (ai) his employment by Fender the Company engages in a competitive business, (which for purposes ii) Xxxxxxx and GFV services and responsibilities are unique in character and are of Sections 12particular significance to the Company, 13 (iii) Xxxxxxx’x and 14 shall mean FenderGFV’s relationship with the Company will place such Person in a position of confidence and trust with the customers, its subsidiaries suppliers and affiliates) is employees of a special, personally unique, artistic, unusual, extraordinary and intellectual characterthe Company, and (iv) Xxxxxxx’x and GFV’s position with the Company has and will provide such Person access to Confidential Information which is valuable and material to the business and competitive position to the Company. *** Confidential Information Redacted (b) Each of Xxxxxxx, GFV and their respective Affiliates therefore agrees that during the nature Term (the “Restricted Period”) and for a period of Executive’s services, position and expertise is such that he is capable [***] after termination of competing with Fender from nearly any location in the world. Executive further acknowledges that his employment hereunder will, throughout the Employment Period, bring him into close contact with many confidential affairs of Fender, including without limitation information about costs, profits, customers, markets, sales, products, key personnel, pricing policies, operational methods, trade secrets and other business affairs and methods and other information not readily available to the public, and plans for further development (“Confidential Information”). In recognition of the considerations described in the foregoing provisions of this Section 12 and in the preamble to this Agreement, Executive covenants and agrees thatunless such termination is due to or results from a breach of this Agreement by the Company, during in which case the Employment PeriodRestricted Period shall end on such termination date, and thereafter for the longer of (i) any period after termination of the Employment Period during or for which Executive receives payments, compensation and/or severance pay from Fender, or (ii) twelve (12) months, he such Person will not, in the United States of America, or in any state or other country in which Fender is engaged in any Competitive Business (as defined in the last sentence of this Section 12), directly or indirectly: (i) enter into the employ of or render any services to any person, firm or corporation engaged in any Competitive Business; (ii) engage in any Competitive Business for his own account; (iii) become interested in any Competitive Business as an individualindividual proprietor, partner, shareholder, creditormember, officer, director, officer, principal, agent, employee, trustee, consultant, advisor independent contractor, joint venturer, investor, lender, spokesperson, promoter, endorser or any role participate in any Restricted Business (as defined below) anywhere in the United States unless such Person shall have obtained the prior written consent of the Company; provided, that it shall not be a violation of this Section 20(b) for such Person to (i) own, in the aggregate, an interest of less than 5% of the shares or other relationship equity interests of any company traded on a national securities exchange or capacityover the counter market; and/or (ii) comply with and/or exercise such Person’s rights, obligations and responsibilities under that certain (A) Operating Agreement of InStride Ventures, LLC, by and among GFV, In Stride, LLC, a Delaware limited liability company, Xxxx Xxxx, and Xxxx Xxxxxxx (the “InStride Operating Agreement”), (B) License Agreement, dated April 20, 2007, between GFV and InStride Venture, LLC (the “InStride License Agreement” and together with the InStride Operating Agreement, the “InStride Documents”), (C) Operating Agreement of Vita Ventures, LLC, by and between G-Nutritional, LLC, a Delaware limited liability company (“G-Nutritional”), and Vitaquest International LLC, a Delaware limited liability company (the “Vita Ventures Operating Agreement”), (D) Trademark License and Services Agreement, dated September 7, 2006, between Vita Ventures, LLC, a Delaware limited liability company, and G-Nutritional (the “Vita Ventures Trademark License Agreement” and together with the Vita Ventures Operating Agreement, the “Vita Documents”), (E) Promotion License Agreement, dated September 6, 2006, between KnowFat Franchise Company, Inc., a Delaware corporation (“KnowFat”), and GFV (the “KnowFat Promotion License Agreement”), (F) Services Agreement, dated September 6, 2006, between KnowFat and GFV (the “KnowFat Service Agreement” and together with the KnowFat Promotion License Agreement, the “KnowFat Documents”), and (G) Agreement by and among Xxxxxx Xxxxxxx Productions, Inc. and Xxxxxxx, on the one hand, and GFV and Xxxxxx Xxxxxxx Enterprises, Inc., on the other hand, dated April ___, 2010, which includes the limited license from Xxxxxxx to GFV with respect to the InStride Documents, the Vita Documents, and the KnowFat Documents (the “Xxxxxxx-GFV Agreement”, and together with the InStride Documents, the Vita Documents, and the KnowFat Documents, the “Xxxxxxx Related Documents”). The Company hereby acknowledges that GFV has delivered copies of the Xxxxxxx Related Documents to the Company. (c) Each of Xxxxxxx, GFV and their respective Affiliates, as applicable, further acknowledges and agrees that (i) the InStride Documents does not require Xxxxxxx to participate in any commercials, infomercials, or advertising or promotions distributed through radio, television or the internet, or any other forms of media or advertisements that require Xxxxxxx to speak, and Xxxxxxx shall not participate in any such forms of commercials, infomercials, advertising, promotions or media with respect to InStride Documents, (ii) such Persons shall not amend, modify, or restate the InStride Documents in any manner that would result in a default by such Person under the terms of this Agreement (iii) such Persons shall comply with the terms and conditions set forth in Section 21 herein prior to the assignment of the InStride License Agreement, as the case may be, to any third party, (iv) inducesuch Persons and the other Xxxxxxx or GFV related Persons party to the Xxxxxxx Related Documents shall not manufacture, for Executive sell, promote, market and/or advertise any other products and/or services under the Xxxxxxx Related Documents except as specifically set forth in such respective Xxxxxxx Related Documents; (v) such Persons shall not expand the scope or categories of the products and/or services to be manufactured, sold, promoted, marketed and/or advertised in any of the respective Xxxxxxx Related Documents, and (vi) such Persons shall not manufacture, sell, promote, market and/or advertise any diabetic strips, lancets, meters, control solutions, insulin delivery devices or systems or insulin syringes under the Xxxxxxx Related Documents. *** Confidential Information Redacted (d) The Company hereby acknowledges and agrees that the rights and obligations set forth under this Agreement shall not prohibit any of Xxxxxxx, GFV or any other person of their respective Affiliates, as applicable, from exercising their rights or entity, complying with their respective obligations under any present or future employee of Fender to leave the employ of Fender and/or seek or accept employment with Executive or with any other person or firm engaged in a Competitive BusinessXxxxxxx Related Documents; provided, however, that nothing contained in the event exercising such rights or complying with any such obligations causes a breach of this Agreement, including, but not limited to Section 12 20(c), or a non-appealable order is issued by an Authority of competent jurisdiction that permits or authorizes such Person to manufacture, advertise, promote, market and/or sell any diabetic strips, lancets, meters, control solutions, insulin delivery devices or systems or insulin syringes in exercising its rights or complying with its obligations under the applicable Xxxxxxx Related Documents, the Company (after defending its rights with respect to such Authority) shall be deemed have the right, but not the obligation, to prohibit Executive from acquiringterminate this Agreement pursuant to Section 7(c) or Section 7(f). (e) For purposes of this Agreement, solely as an investment through market purchases, securities of such a corporation “Restricted Business” shall mean any company or entity that is engaged in the business of manufacturing, offering, soliciting or making sales of any Competitive Business which are registered under Sections 12(b) or 12(g) of the Securities Exchange Act Core Diabetic Supplies; provided, that the manufacture or sale of 1934 and which are publicly traded food products and/or cookbooks shall not be considered a Restricted Business, so long as such securities do products or cookbooks are not in the aggregate exceed one percent (1%) of directly targeted to any class of securities of such corporation; and provided, further, that nothing herein shall prohibit Executive from being employed individual with diabetes or restricted by a law firm, banking, investment banking, private equity or other financial services organization or an independent consulting firm that has clients that are engaged in any Competitive Business. The term “Competitive Business,” as used in this Agreement, shall mean the design, manufacture or distribution of musical instruments of any category dealt in by Fender at any time during Executive’s employment by Fender under this Agreement or otherwiselow-sugar diets.