Common use of Other than California Clause in Contracts

Other than California. If Grantee is located in a jurisdiction other than California and certain other jurisdictions as determined by the Company, Grantee’s compliance with the following covenants: (A) subject to applicable law, for the greater of the two (2)-year period following the date of Grantee’s termination of Continuous Status as an Employee, Director or Consultant or the remainder of the vesting period, Grantee shall not engage in any services that are similar or substantially related to the services Grantee performed while in Continuous Status as an Employee, Director or Consultant for a Competitor (as defined below) of the Company as an employee, consultant, principal, agent, officer, director, joint venturer, member, investor, employer, owner, partner, shareholder (except as a less than one percent shareholder of a publicly traded company), or otherwise. For this purpose, “Competitor” shall mean an entity or enterprise whose products, services or activities include the development, manufacture, marketing or sale of any product or service (a) which is competitive with, or will be competitive with, the products or services of the Company (including products or services in development by the Company), and (b) with respect to which Grantee: (i) was involved to a material extent, (ii) supervised individuals who were directly involved with such product or service, or (iii) otherwise had, or reasonably should have had, knowledge of any Proprietary Information pertaining to such product or service at any time during the twelve (12) month period immediately prior to the date of Grantee’s termination of Continuous Status as an Employee, Director or Consultant, in any territory for which Grantee had any management responsibility, role or oversight during the twelve (12) months prior to Grantee’s date of termination of Continuous Status as an Employee, Director or Consultant (the “Territory”); and