Noncompetition Covenant Contract Clauses (56)

Noncompetition Covenant. Executive agrees to abide by the terms of Executive's June 24, 2009 Confidentiality and Non-Competition Agreement, which is reiterated and incorporated by reference herein, and any successor agreements of similar nature executed by Executive from time to time.

Noncompetition Covenant. You agree that during the term of your employment by Company and during the Tail Period, you will not, without Company's express written consent, participate, whether as owner, stockholder (excluding holding of less than 1% of the stock of a public company), director, officer, manager, employee, agent or consultant or otherwise in any business, firm or corporation that is competitive with, or, with respect to action during the term of your employment by the Company, that would otherwise conflict... with your employment by the Company. For the purposes of this section, a "business, firm or corporation that is competitive with" the Company means a business, firm or corporation that sells, or is developing for sale, Company Products or products that may be used in direct substitution for Company Products and would compete directly in the marketplace with such Company Products. "Company Products" means PRT-201 that the Company is developing for the reduction of vascular access failure in patients receiving hemodialysis. Your obligations under this Section 12 survive any termination of your employment. View More

Noncompetition Covenant. In support of the Executive's commitment to maintain the confidentiality of the Company's Confidential Information, (i) during the Executive's employment with the Company and (ii) for a period of two (2) years following termination of the Executive's employment for any reason (the "NC Restricted Period"), the Executive shall not, directly or indirectly, (a) enter the employ of, or render services to (including as a salesperson, consultant or in strategic planning role), any "Competing Business" ...within the "Territory" (as such terms are defined below), (b) engage in any Competing Business within the Territory for her own account, or (c) become interested in a Competing Business within the Territory as a partner, shareholder (whether or not a controlling shareholder), director, officer, principal, agent, trustee, or in any other relationship or capacity. For purposes of this Agreement, "Competing Business" shall be defined as any business that engages in clinical research in drug development; provided, however, that this definition shall only apply to clinical research and development activities which involve products and services similar to those provided by the Company during the Term or which, during the Term, the Company anticipates providing; provided, that, as applied to conduct by the Executive following the Term, a Competing Business shall only include such activities that the Company was engaged in, or that the Company anticipated engaging in, as of the last day of the Term. For purposes of this Agreement, "Territory" 9 shall be defined as each and all of the geographic areas and locations where (x) the Company carries on or transacts its business, (y) the Company sells or markets its products or services, or (z) the Company's customers are located. View More

Noncompetition Covenant. Executive acknowledges and agrees that the business of the Company is conducted primarily in the United States (the "Territory"), and that the Company's reputation and goodwill are an integral part of its business success throughout the Territory. If the Executive deprives the Company of any of the Company's goodwill or in any manner utilizes its reputation and goodwill in competition with the Company, the Company will be deprived of the benefits it has bargained for. Accordingly, during the Ter...m of this Agreement and for the greater of any period that the Executive is receiving Severance Pay in accordance with this Agreement or one (1) year following the termination of the Executive's employment (the "Noncompetition Period"), the Executive shall not, without the Company's prior written consent, directly or indirectly, own, manage, operate, join, control or participate in the ownership, management, operation or control of, or be connected as a director, officer, employee, partner, consultant or otherwise with, any profit or non-profit business or organization in the United States that, directly or indirectly, manufactures, markets, distributes or sells (through wholesale, retail or direct marketing channels including, but not limited to, mail order and internet distribution) vitamins, minerals, nutritional supplements, herbal products, sports nutrition products, bodybuilding formulas or homeopathic remedies (the "Competitive Products") if, except with respect to the Companies listed below, the sale/distribution of the Competitive Products represents one third (1/3) or more of such business or organization's gross sales in the proceeding twelve (12) months from the Executive's date of termination (the "Competitive Business"); provided however, that the Executive can work for a business or organization (other than the companies listed below) that sells Competitive Products that is less than one-third (1/3) of such gross sales only if the Executive is not directly or indirectly involved in that part of the business or 7 organization that deals with, or has knowledge of, the Competitive Products. Notwithstanding, and without limiting the foregoing, the following companies constitute a Competitive Business: GNC, Rite Aid, Whole Foods, Vitacost, Walgreens, CVS, Nature's Bounty, Bodybuilding.com, Swanson, Sprout's Sunflower Markets and Vitamin Cottage. Notwithstanding the foregoing, the Executive may be a passive owner (which shall not prohibit the exercise of any rights as a shareholder) of not more than 5% of the outstanding stock of any class of any public corporation that engages in a Competitive Business. View More

Noncompetition Covenant. Executive agrees that during the Transition Period and for a period of two (2) years after the Separation Date, without the prior written consent of the Board of Directors of the Company, Executive will not carry on any business or activity (whether directly or 4 indirectly, as a partner, shareholder, principal, agent, director, affiliate, employee or consultant) that is a direct material competitor with the business conducted by the Company (as conducted now or during the term of the Employment... Agreement), or engage in any other activities that conflict with Executive's obligations to the Company. View More