Common use of Prohibition of Certain Activities Clause in Contracts

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated hereby, the Executive hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending three (3) years after such Executive’s Termination Date, (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates and/or any of its joint ventures then operate or has plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates and/or joint ventures, (iii) solicit, induce or hire, or attempt to solicit, induce or hire, any employee of the Company, its subsidiaries, affiliates and/or joint ventures or (iv) publish or make any disparaging statements about the Company, any affiliate of the Company, or any of their directors, officers or employees, under circumstances where it is reasonably foreseeable that the statements will be made public (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, this Section 9 will be of no force and effect for the period (the “Toll Period”) during which the Company fails to make the payments, if any, required under Section 5(b) and such payments are in fact due and payable pursuant to Section 5(b), provided that the Toll Period shall not take effect unless the Executive provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or any of its joint ventures, (ii) pharmacies, (iii) banks or (iv) health care related insurance companies, PPOs and HMOs; provided that (A) Executive’s participation with any entity listed in clause (x) does not materially interfere with Executive’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive has no other connection or relationship with such entity or person.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated herebyhereby and the payment of the Merger Consideration (as defined in the Merger Agreement), the Executive Sheridan hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending on the later of (a) the fifth anniversary of this Agreement and (b) three (3) years after Sheridan’s Termination Date; unless Sheridan is terminated pursuant to Section 5(a), in which case he will not, for a period beginning on the date of this Agreement and ending three (3) years after such ExecutiveSheridan’s Termination Date, ; (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates and/or any of its joint ventures then operate or has plans to operate as of the ExecutiveSheridan’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates and/or joint ventures, (iii) solicit, induce or hire, or attempt to solicit, induce or hire, any employee of the Company, its subsidiaries, affiliates and/or joint ventures or (iv) publish or make any disparaging statements about the Company, any affiliate of the Company, or any of their directors, officers or employees, under circumstances where it is reasonably foreseeable that the statements will be made public (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, this Section 9 will be of no force and effect for the period (the “Toll Period”) during which the Company fails to make the payments, if any, required under Section 5(b) and such payments are in fact due and payable pursuant to Section 5(b), provided that the Toll Period shall not take effect unless the Executive Sheridan provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (x) (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices affiliates and/or any of its joint ventures, (ii) pharmaciesreal estate, (iii) banks or (iv) health care related insurance companies, PPOs and HMOs; provided that (A) ExecutiveSheridan’s participation with any entity listed in clause (x) does not materially interfere with ExecutiveSheridan’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic locationtherapy services. The Executive Sheridan will be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive Sheridan has no other connection or relationship with such entity or person.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated herebyhereby and the payment of the Merger Consideration (as defined in the Merger Agreement), the Executive hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending on the later of (a) the fifth anniversary of this Agreement and (b) three (3) years after such Executive’s Termination Date, (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates and/or any of its joint ventures then operate or has plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates and/or joint ventures, (iii) solicit, induce or hire, or attempt to solicit, induce or hire, any employee of the Company, its subsidiaries, affiliates and/or joint ventures or (iv) publish or make any disparaging statements about the Company, any affiliate of the Company, or any of their directors, officers or employees, under circumstances where it is reasonably foreseeable that the statements will be made public (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, this Section 9 10 will be of no force and effect for the period (the “Toll Period”) during which the Company fails to make the payments, if any, required under Section 5(b6(b) and such payments are in fact due and payable pursuant to Section 5(b6(b), provided that the Toll Period shall not take effect unless the Executive provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or any of its joint venturespharmacies, (ii) pharmacies, (iii) banks or (iviii) health care related insurance companies, PPOs and HMOs; provided that (A) Executive’s participation with any entity listed in clause (x) does not materially interfere with Executive’s performance under this Agreement or the Physician Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care radiation therapy services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or nor group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive has no other connection or relationship with such entity or person.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated hereby, the Executive hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending three (3) years (the “Restricted Period”) after such Executive’s Termination Date, except in the event that the Executive’s Termination Date occurs after the second anniversary of the date hereof, in which case, the Restricted Period shall end two (years) after such Executive’s Termination Date, (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates and/or any of its joint ventures then operate or has plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates and/or joint ventures, (iii) solicit, induce or hire, or attempt to solicit, induce or hire, any employee of the Company, its subsidiaries, affiliates and/or joint ventures or (iv) publish or make any disparaging statements about the Company, any affiliate of the Company, or any of their directors, officers or employees, under circumstances where it is reasonably foreseeable that the statements will be made public (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). , Notwithstanding the foregoing, this Section 9 will be of no force and effect for the period (the “Toll Period”) during which the Company fails to make the payments, if any, required under Section 5(b) and such payments are in fact due and payable pursuant to Section 5(b), provided that the Toll Period shall not take effect unless the Executive provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or any of its joint ventures, (ii) pharmacies, (iii) banks or (iv) health care related insurance companies, PPOs and HMOs; provided that (A) Executive’s participation with any entity listed in clause (x) does not materially interfere with Executive’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, advisor, legal counsel, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive has no other connection or relationship with such entity or person. Notwithstanding anything to the contrary herein, after the termination of this Agreement, the following shall not be deemed Prohibited Activities under clause (i) above: working for a hospital or healthcare system; provided that and only for so long as (i) less than 10% of such hospital or health care system’s revenues relate to radiation therapy services, (ii) such hospital or health care system’s (in addition to any other entity affiliated with such hospital or healthcare system for which such entity and such hospital or health care system’s financial statements are eligible for consolidation) revenues related to the provision of radiation therapy services or services ancillary thereto, in the aggregate, do not exceed $20 million in any fiscal year and (iii) such hospital or healthcare system is not located within 50 miles of a then existing or planned Company radiation treatment center, except for any hospital or health care system located in the Xxx Xxxx Xxxx xxxx xx Xxxx Xxxxxx, Xxx Xxxx for which the 50 mile restriction shall be reduced to 10 miles.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated herebyhereby (including the grant of any equity pursuant to Section 5(d)), the Executive hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending three twenty four (324) years months after such Executive’s Termination Date, Date (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates Affiliates and/or any of its joint ventures then operate or has plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates subsidiaries and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates subsidiaries and/or joint venturesventures (the “Client”), (iii) solicit, aid or induce any employee, exclusive representative or hire, or attempt to solicit, induce or hire, any employee exclusive agent of the CompanyCompany or any of its subsidiaries (the “Employee”) to leave such employment or retention or to accept employment with or render services to or with any other person, its subsidiariesfirm, affiliates and/or joint ventures corporation or other entity unaffiliated with the Company or hire or retain any such Employee or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such Employee, or (iv) publish or make any disparaging statements about the Company and, only with respect to such Person’s affiliation with the Company, any affiliate Affiliate of the Company or any of the Company, ’s or any of their its Affiliate’s directors, officers or employeesemployees (the “Protected Parties”), under circumstances where it is reasonably foreseeable that the statements will be made public (provided, that nothing in this clause (iv) shall prohibit the Executive from (A) providing truthful and accurate information to any governmental agency or as otherwise may be required by law, (B) responding publicly to incorrect, disparaging or derogatory public statements made by the Protected Parties to the extent reasonably necessary to correct or refute such statements, (C) conferring in confidence with his legal representatives, or (D) competing fairly with the Protected Parties in the future, to the extent he is otherwise permitted to do so (pursuant to the terms of this Agreement) (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, this Section 9 10 will be of no force and effect for the period (the “Toll Exclusion Period”) during which the Company fails to make the payments, if any, required under Section 5(b6(b) and such payments are in fact due and payable pursuant to Section 5(b6(b), provided that the Toll Exclusion Period shall not take effect unless the Executive provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 thirty (30) days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or any of its joint ventures, (ii) pharmacies, (iii) banks or (iv) health care related insurance companies, PPOs and HMOs; provided that (A) Executive’s participation with any entity listed in clause (x) does not materially interfere with Executive’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will not be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership (y) he is not directly or indirectly involved in such entity engaging in prohibited activities (including by being employed by a business unit of such entity which does not engage in Prohibited Activities) or (z) owns no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in entity (or affiliation with an entity or person so long as the Executive a passive owner of a private entity) and has no other connection or relationship with such entity or person. Notwithstanding the foregoing, the restrictions in Section 10 shall not apply with regard to (A) general solicitations that are not specifically directed to the Employees, (B) serving as a reference at the request of an Employee or (C) actions taken in the good faith performance of the Executive’s duties hereunder. Notwithstanding the foregoing, it shall not be a violation of the restrictions in this Section 10 if the Executive solicits or attempts to solicit the business or patronage of a Client that uses or provides services or supplies to multiple service providers or recipients in the same space as it utilizes or supplies the Company, its subsidiaries and/or joint ventures; provided, that the Executive does not specifically suggest or encourage such Client to terminate or reduce its business relationship with the Company, its subsidiaries and/or joint ventures.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated hereby, the Executive hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending three (3) years eighteen months after such Executive’s Termination Date, Date (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates and/or any of its joint ventures then operate or has plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates and/or joint ventures, (iii) solicit, induce or hire, or attempt to solicit, induce or hire, any employee of the Company, its subsidiaries, affiliates and/or joint ventures or (iv) publish or make any disparaging statements about the Company, any affiliate of the Company, or any of their directors, officers or employees, under circumstances where it is reasonably foreseeable that the statements will be made public (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, this Section 9 will be of no force and effect for the period (the “Toll Period”) during which the Company fails to make the payments, if any, required under Section 5(b) and such payments are in fact due and payable pursuant to Section 5(b), provided that the Toll Period shall not take effect unless the Executive provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or any of its joint ventures, (ii) pharmacies, (iii) banks or (iv) health care related insurance companies, PPOs and HMOs; provided that (A) Executive’s participation with any entity listed in clause (x) does not materially interfere with Executive’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will xxxx be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive has no other connection or relationship with such entity or person. Notwithstanding anything to the contrary herein, after the termination of this Agreement, the following shall not be deemed Prohibited Activities under clause (i) above: working for a hospital or healthcare system; provided that and only for so long as (i) less than 10% of such hospital or health care system’s revenues relate to radiation therapy services, (ii) such hospital or health care system’s (in addition to any other entity affiliated with such hospital or healthcare system) revenues related to the provision of radiation therapy services or services ancillary thereto, in the aggregate, do not exceed $20 million in any fiscal year and (iii) such hospital or healthcare system is not located within 50 miles of a then existing or planned Company radiation treatment center.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated herebyhereby (including the grant of equity pursuant to the Management Unit Subscription Agreements entered into on the date hereof between Radiation Therapy Investments, LLC and the Executive), the Executive hereby covenants and agrees that he will not, for a period beginning on the date of this Agreement and ending three eighteen (318) years months after such Executive’s Termination Date, Date (i) engage in any business activities for himself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates Affiliates and/or any of its joint ventures then operate or has taken material steps and developed plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates Affiliates and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates and/or joint ventures, provided, however, that a general solicitation for employment by the Executive made via a widely published forum shall not be deemed a violation of this section (ii), (iii) solicit, aid or induce any employee, representative or hireagent of the Company or any of its subsidiaries or Affiliates to leave such employment or retention or to accept employment with or render services to or with any other person, firm, corporation or other entity unaffiliated with the Company or hire or retain any such employee, representative or agent, or attempt take any action to solicitmaterially assist or aid any other person, induce firm, corporation or hireother entity in identifying, hiring or soliciting any employee of the Companysuch employee, its subsidiariesrepresentative or agent, affiliates and/or joint ventures or (iv) publish or make any disparaging statements about the Company, any affiliate Affiliate of the Company, or any of their directors, officers or employees, under circumstances where it is reasonably foreseeable that the statements will be made public public, provided, however, that nothing in the foregoing shall preclude the Executive from making truthful statements that are required by applicable law or regulation (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, this Section 9 will be of no force and effect for the period (the “Toll Period”) during which the Company fails to make the payments, if any, required under Section 5(b) and such payments are in fact due and payable pursuant to Section 5(b), provided that the Toll Period shall not take effect unless the Executive provides the Board with written notice that such payments are due and payable and the Company does not make such payments within 30 thirty (30) days after the date of such notice; provided, however that the following shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or any of its joint ventures, (ii) pharmacies, (iii) banks or (iv) health care related insurance companies, PPOs and HMOs; provided that (A) Executive’s participation with any entity listed in clause (x) does not materially interfere with Executive’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive has no other connection or relationship with such entity or person. Notwithstanding anything to the contrary herein, after the termination of this Agreement, the following shall not be deemed Prohibited Activities under clause (i) above: working for a hospital, healthcare system or healthcare provider; provided that and only for so long as (A) less than 10% of such hospital, health care system or healthcare provider’s revenues relate to radiation therapy services, (B) such hospital, health care system or healthcare provider’s (in addition to any other entity affiliated with such hospital or healthcare system) revenues related to the provision of radiation therapy services or services ancillary thereto, in the aggregate, do not exceed $20 million in any fiscal year and (C) such hospital, healthcare system or healthcare provider is not located within 50 miles of a then existing or planned Company radiation treatment center.

Prohibition of Certain Activities. The Executive acknowledges that (i) the Executive performs services of a unique nature for the Company that are irreplaceable, and that the Executive’s performance of such services to a competing business will result in irreparable harm to the Company, (ii) the Executive has had and will continue to have access to Confidential Information which, if disclosed, would unfairly and inappropriately assist in competition against the Company or any of its affiliates, (iii) in the course of the Executive’s employment by a competitor, the Executive would inevitably use or disclose such Confidential Information, (iv) the Company and its affiliates have substantial relationships with their patients and the Executive has had and will continue to have access to these patients, (v) the Executive has received and will receive specialized training from the Company and its affiliates, and (vi) the Executive has generated and will continue to generate goodwill for the Company and its affiliates in the course of the Executive’s employment. In consideration of the foregoing, as well as the transactions contemplated herebyhereby (including the grant of any equity pursuant to Section 4(d)), the Executive hereby covenants and agrees that he she will not, for a period beginning on the date of this Agreement and ending three twelve (312) years months after such Executive’s Termination Date, Date (i) engage in any business activities for himself herself or on behalf of any enterprise in any capacity or own any interest in any entity which compete or are competitive with the Company in the business of organizing, establishing, developing, providing or managing integrated cancer care radiation therapy services or services ancillary thereto, in any state in which the Company, its subsidiaries, affiliates Affiliates and/or any of its joint ventures then operate or has plans to operate as of the Executive’s Termination Date, (ii) interfere or disrupt or attempt to interfere or disrupt, the relationships between the Company, its subsidiaries, affiliates subsidiaries and/or joint ventures and any patient, referral source or supplier or other person having business relationships with the Company, its subsidiaries, affiliates subsidiaries and/or joint venturesventures (the “Client”), (iii) solicit, aid or induce any employee, exclusive representative or hire, or attempt to solicit, induce or hire, any employee exclusive agent of the CompanyCompany or any of its subsidiaries (the “Employee”) to leave such employment or retention or to accept employment with or render services to or with any other person, its subsidiariesfirm, affiliates and/or joint ventures corporation or other entity unaffiliated with the Company or hire or retain any such Employee or take any action to materially assist or aid any other person, firm, corporation or other entity in identifying, hiring or soliciting any such Employee, or (iv) publish or make any knowingly false and disparaging statements about the Company and, only with respect to such Person’s affiliation with the Company, any affiliate Affiliate of the Company or any of the Company, ’s or any of their directors, its Affiliate’s directors or officers or employees(the “Protected Parties”), under circumstances where it is reasonably foreseeable that the statements will be made public (provided, that nothing in this clause (iv) shall prohibit the Executive from (a) providing truthful and accurate information to any governmental agency or as otherwise may be required by law, (b) responding publicly to incorrect, disparaging or derogatory public statements made by the Protected Parties to the extent reasonably necessary to correct or refute such statements, (c) conferring in confidence with her legal representatives, or (d) competing fairly with the Protected Parties in the future, to the extent she is otherwise permitted to do so (pursuant to the terms of this Agreement) (the activities described in clauses (i) through (iv) above, collectively, “Prohibited Activities”). Notwithstanding the foregoing, the restrictions in this Section 9 will 10 shall not apply with regard to (a) general solicitations that are not specifically directed to the Employees, (b) serving as a reference at the request of an Employee or (c) actions taken in the good faith performance of the Executive’s duties hereunder. Notwithstanding the foregoing, it shall not be a violation of no force and effect for the restrictions in this Section 10 if the Executive solicits or attempts to solicit the business or patronage of a Client that uses or provides services or supplies to multiple service providers or recipients in the same space as it utilizes or supplies the Company, its subsidiaries and/or joint ventures; provided, that the Executive does not specifically suggest or encourage such Client to terminate or reduce its business relationship with the Company, its subsidiaries and/or joint ventures. The obligations of Section 10 shall be tolled during any period (the “Toll Period”) during in which the Company fails to make the payments, if any, required under Section 5(b) and such termination-related payments are in fact otherwise due and payable pursuant to Section 5(b), provided that the Toll Period shall not take effect unless the Executive provides the Board in accordance with written notice that such payments are due and payable and the Company does not make such payments within 30 days after the date of such notice; provided, however that the following this Agreement. Nothing in Section 10 shall not be deemed Prohibited Activities under clause (i) above: (x) owning an ownership interest or participation on the board of directors during the term of this Agreement or thereafter in (i) activities related to imaging initiatives, it being understood that such activities are not and will not become competitive with the business of the Company, its subsidiaries, managed practices and/or restrict Executive from working for any of its joint ventures, (ii) pharmacies, (iii) banks or (iv) health care related insurance companies, PPOs and PPOs, HMOs; provided , or integrated health delivery networks that (A) Executive’s participation with any entity listed in clause (x) does do not materially interfere with Executive’s performance under this Agreement and (B) no entity listed in clause (x) owns or operates and is not under common control with any entity that owns or operates integrated primarily provide cancer care services or (y) engaging in the practice of medicine, individually or as part of a group practice of five (5) or less radiation oncologists following the termination or expiration of this Agreement; provided, that neither the Executive’s individual or group practice (i) has affiliated relationships with any other physician practices or (ii) has more than one geographic location. The Executive will be deemed to be engaged in Prohibited Activities if he engages or participates in any entity that engages in Prohibited Activities or becomes affiliated with any person who engages in Prohibited Activities as an employee, officer, director, consultant, agent, partner, proprietor or other participant; provided, that the ownership of no more than 2 percent of the stock of a publicly traded corporation shall not be deemed participation in or affiliation with an entity or person so long as the Executive has no other connection or relationship with such entity or personrelated services.