Common use of Non Competition and Non Interference Clause in Contracts

Non Competition and Non Interference. During the period of his employment with the Company or its affiliates and for the one-year period after the termination of his employment with the Company and its affiliates, Employee will not, directly or indirectly: 1. without the express prior written consent of the Board of Directors, own an interest in, manage, operate, join, control, lend money or render financial or other assistance to or participate in or be connected with, as an officer, employee, partner, stockholder, consultant or otherwise, any person that competes with the Company in the field of neurostimulation in a matter covered by a patent assigned to or held by the Company; provided, however, that following Employee's termination of employment with the Company the foregoing restriction shall apply only to those areas where the Company is actually doing business on the date of such termination of employment; provided, further, that Employee may purchase or otherwise acquire for passive investment up to 3% of any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's own account or for the account of any other person, (except for the account of the Company and its affiliates), solicit Business from any person known by Employee to be a customer of the Company or its affiliates, whether or not Employee had personal contact with such person during Employee's employment with the Company and its affiliates; 3. whether for Employee's own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, or otherwise, any person who is an employee of the Company or an affiliate, or in any manner induce, or attempt to induce, any employee of the Company or its affiliate to terminate his employment with the Company or its affiliate; or (ii) interfere with the Company's or its affiliate's relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4. at any time after the termination of his employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.

Non Competition and Non Interference. During the period of his employment with the Company or its affiliates and for the one-year period after the termination of his employment with the Company and its affiliates, Employee will not, directly or indirectly: 1. without the express prior written consent of the Board of Directors, own an interest in, manage, operate, join, control, lend money or render financial or other assistance to or participate in or be connected with, as an officer, employee, partner, stockholder, consultant or otherwise, any person that competes with the Company in the field of neurostimulation in a matter covered by a patent assigned to or held by the Company; provided, however, that following Employee's ’s termination of employment with the Company the foregoing restriction shall apply only to those areas where the Company is actually doing business on the date of such termination of employment; provided, further, that Employee may purchase or otherwise acquire for passive investment up to 3% of any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's ’s own account or for the account of any other person, (except for the account of the Company and its affiliates), solicit Business from any person known by Employee to be a customer of the Company or its affiliates, whether or not Employee had personal contact with such person during Employee's ’s employment with the Company and its affiliates; 3. whether for Employee's ’s own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, or otherwise, any person who is an employee of the Company or an affiliate, or in any manner induce, or attempt to induce, any employee of the Company or its affiliate to terminate his employment with the Company or its affiliate; or (ii) interfere with the Company's ’s or its affiliate's ’s relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4. at any time after the termination of his employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.

Non Competition and Non Interference. During (a) Executive acknowledges that services provided by Executive to the period Company and ▇▇▇▇▇▇▇ are unique and that obtaining or use of same by a Competitive Business (as herein defined) would cause irreparable injury to the Companies. In consideration of the grant of stock appreciation rights by ▇▇▇▇▇▇▇ hereunder, Executive covenants and agrees that: (i) From the date hereof through the date that is 24 months after the end of his term of employment with the Company or its affiliates and for ▇▇▇▇▇▇▇ (the one-year period after the termination of his employment with the Company and its affiliates"Restricted ---------- Period"), Employee Executive will not, without the express written approval of the ------ Board of Directors of ▇▇▇▇▇▇▇, anywhere in the Market, directly or indirectly: 1. without the express prior written consent , in one or a series of the Board of Directorstransactions, own an interest inown, manage, operate, join, control, lend money invest or render financial acquire an interest in, or other assistance to otherwise engage or participate in or be connected within, whether as an officer, employeea proprietor, partner, stockholder, consultant lender, director, officer, employee, joint venturer, investor, lessor, supplier, customer, agent, representative or otherwiseother participant, in any person that competes business which competes, directly or indirectly, with the Company Business in the field Market ("Competitive Business") without regard to (A) whether the Competitive ---------------------- Business has its office, manufacturing or other business facilities within or without the Market, (B) whether any of neurostimulation in a matter covered by a patent assigned the activities of Executive referred to above occur or held by are performed within or without the CompanyMarket or (C) whether Executive resides, or reports to an office, within or without the Market; provided, however, that following Employee's termination (x) Executive may, anywhere in the -------- ------- Market, directly or indirectly, in one or a series of transactions, own, invest or acquire an interest in up to one percent (1%) of the capital stock of a corporation whose capital stock is traded publicly, or that (y) Executive may accept employment with a successor company to the Company. (ii) The Company covenants and agrees to provide Benefits and pay Base Compensation to the foregoing restriction Executive during any applicable Restricted Period. (iii) During the Restricted Period (which shall apply only not be reduced by any period of violation of this Agreement by Executive or period which is required for litigation to those areas where enforce the Company is actually doing rights hereunder), Executive will not without the express prior written approval of the Board of Directors of ▇▇▇▇▇▇▇ (A) directly or indirectly, in one or a series of transactions, recruit, solicit or otherwise induce or influence any proprietor, partner, stockholder, lender, director, officer, employee, sales agent, joint venturer, investor, lessor, supplier, customer, agent, representative or any other person which has a business on relationship with any of the Companies within the 24 month period preceding the date of the incident in question, to discontinue, reduce or modify such termination of employment; provided, further, that Employee may purchase agency or otherwise acquire for passive investment up to 3% of business relationship with any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's own account Companies, or for (B) employ or seek to employ or cause any Competitive Business to employ or seek to employ any person or agent who is then (or was at any time within 24 months prior to the account of date Executive or the Competitive Business employs or seeks to employ such person) employed or retained by any other person, (except for the account of the Company and its affiliates)Companies. Notwithstanding the foregoing, solicit Business nothing herein shall prevent Executive from providing a letter of recommendation to an employee with respect to a future employment opportunity. (b) In the event that Executive breaches his obligations in any person known by Employee material respect under Sections 9 or 10, ▇▇▇▇▇▇▇, in addition to be a customer of the Company or its affiliatespursuing all available ---------- -- remedies under this Agreement, whether or not Employee had personal contact with such person during Employee's employment with the Company and its affiliates; 3. whether for Employee's own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, at law or otherwise, any person who is an employee of and without limiting its right to pursue the Company or an affiliate, or in any manner induce, or attempt same shall cease all payments to induce, any employee of the Company or its affiliate to terminate his employment with the Company or its affiliate; or (ii) interfere with the Company's or its affiliate's relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4Executive under Section ------- 3. at any time after the termination of his employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.-

Non Competition and Non Interference. During the period of his employment with the Company or its affiliates and for the one-year period after the termination of his employment with the Company and its affiliates, Employee will not, directly or indirectly: 1. without the express prior written consent of the Board of Directors, own an interest inas owner, manageofficer, operate, join, control, lend money or render financial or other assistance to or participate in or be connected with, as an officerdirector, employee, partner, stockholder, consultant principal, consultant, agent, lender, guarantor, cosigner, investor or otherwisetrustee of any corporation, partnership, proprietorship, joint venture, association or any person that competes with the Company other entity of any nature, engage, directly or indirectly, in the field design, manufacture or sale of neurostimulation any device used in a matter the therapy or treatment of any disease, illness or disorder covered by a patent the patents assigned to or held by the CompanyCompany (the "Business") in (i) any state in which the Company or any of its affiliates is conducting its business activities or has conducted such business activities during the prior 12 months; provided, however, that following Employee's termination of employment with the Company the foregoing restriction shall apply only to those areas where the Company is actually doing business on the date of such termination of employment; provided, further, that Employee may purchase or otherwise acquire for passive investment up to 3% of any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's own account or for the account of any other person, (except for the account of the Company and its affiliates), solicit Business from any person known by Employee to be a customer of the Company or its affiliates, whether or not Employee had personal contact with such person during Employee's employment with the Company and its affiliates; 3. whether for Employee's own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, or otherwise, any person who is an employee of the Company or an affiliate, or in any manner induce, or attempt to induce, any employee of the Company or its affiliate to terminate his employment with the Company or its affiliate; or (ii) interfere with the Company's or its affiliate's relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4. at any time after the termination of his employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.

Non Competition and Non Interference. During (a) Executive acknowledges that services provided by Executive to the period Company and ▇▇▇▇▇▇▇ are unique and that obtaining or use of same by a Competitive Business (as herein defined) would cause irreparable injury to the Companies. In consideration of the grant of stock appreciation rights by ▇▇▇▇▇▇▇ hereunder, Executive covenants and agrees that: (i) From the date hereof through the date that is 18 months after the end of his term of employment with the Company or its affiliates and for ▇▇▇▇▇▇▇ (the one-year period after the termination of his employment with the Company and its affiliates"Restricted ---------- Period"), Employee Executive will not, without the express written approval of the ------ Board of Directors of ▇▇▇▇▇▇▇, anywhere in the Market, directly or indirectly: 1. without the express prior written consent , in one or a series of the Board of Directorstransactions, own an interest inown, manage, operate, join, control, lend money invest or render financial acquire an interest in, or other assistance to otherwise engage or participate in or be connected within, whether as an officer, employeea proprietor, partner, stockholder, consultant lender, director, officer, employee, joint venturer, investor, lessor, supplier, customer, agent, representative or otherwiseother participant, in any person that competes business which competes, directly or indirectly, with the Company Business in the field Market ("Competitive Business") without regard to (A) whether the Competitive -------------------- Business has its office, manufacturing or other business facilities within or without the Market, (B) whether any of neurostimulation in a matter covered by a patent assigned the activities of Executive referred to above occur or held by are performed within or without the CompanyMarket or (C) whether Executive resides, or reports to an office, within or without the Market; provided, however, that following Employee's termination (x) Executive may, anywhere in the -------- ------- Market, directly or indirectly, in one or a series of transactions, own, invest or acquire an interest in up to one percent (1%) of the capital stock of a corporation whose capital stock is traded publicly, or that (y) Executive may accept employment with a successor company to the Company. (ii) The Company covenants and agrees to provide Benefits and pay Base Compensation to the foregoing restriction Executive during any applicable Restricted Period. (iii) During the Restricted Period (which shall apply only not be reduced by any period of violation of this Agreement by Executive or period which is required for litigation to those areas where enforce the Company is actually doing rights hereunder), Executive will not without the express prior written approval of the Board of Directors of ▇▇▇▇▇▇▇ (A) directly or indirectly, in one or a series of transactions, recruit, solicit or otherwise induce or influence any proprietor, partner, stockholder, lender, director, officer, employee, sales agent, joint venturer, investor, lessor, supplier, customer, agent, representative or any other person which has a business on relationship with any of the Companies within the 24 month period preceding the date of the incident in question, to discontinue, reduce or modify such termination of employment; provided, further, that Employee may purchase agency or otherwise acquire for passive investment up to 3% of business relationship with any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's own account Companies, or for (B) employ or seek to employ or cause any Competitive Business to employ or seek to employ any person or agent who is then (or was at any time within 24 months prior to the account of date Executive or the Competitive Business employs or seeks to employ such person) employed or retained by any other person, (except for the account of the Company and its affiliates)Companies. Notwithstanding the foregoing, solicit Business nothing herein shall prevent Executive from providing a letter of recommendation to an employee with respect to a future employment opportunity. (b) In the event that Executive breaches his obligations in any person known by Employee material respect under Sections 9 or 10, ▇▇▇▇▇▇▇, in addition to be a customer of the Company or its affiliatespursuing all available ---------- -- remedies under this Agreement, whether or not Employee had personal contact with such person during Employee's employment with the Company and its affiliates; 3. whether for Employee's own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, at law or otherwise, any person who is an employee of and without limiting its right to pursue the Company or an affiliate, or in any manner induce, or attempt same shall cease all payments to induce, any employee of the Company or its affiliate to terminate his employment with the Company or its affiliate; or (ii) interfere with the Company's or its affiliate's relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4Executive under Section ------- 3. at any time after the termination of his employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.-

Non Competition and Non Interference. During the period of his employment with the Company or its affiliates and for the one-year period after the termination of his employment with the Company and its affiliates, Employee will not, directly or indirectly: 1. without the express prior written consent of the Board of Directors, own an interest in, manage, operate, join, control, lend money or render financial or other assistance to or participate in or be connected with, as an officer, employee, partner, stockholder, consultant or otherwise, any person that competes with the Company in the field of neurostimulation in a matter covered by a patent assigned to or held by the Company; provided, however, that following Employee's ’s termination of employment with the Company the foregoing restriction shall apply only to those areas where the Company is actually doing business on the date of such termination of employment; provided, further, that Employee may purchase or otherwise acquire for passive investment up to 3% of any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's ’s own account or for the account of any other person, (except for the account of the Company and its affiliates), solicit Business from any person known by Employee to be a customer of the Company or its affiliates, whether or not Employee had personal contact with such person during Employee's ’s employment with the Company and its affiliates; 3. whether for Employee's ’s own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, or otherwise, any person who is an employee of the Company or an affiliate, or in any manner induce, or attempt to induce, any employee of the Company or its affiliate to terminate his employment with the Company or its affiliate; or (ii) interfere with the Company's ’s or its affiliate's ’s relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4. at any time after the termination of his employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.,

Non Competition and Non Interference. During the period of his her employment with the Company or its affiliates and for the one-year period after the termination of his her employment with the Company and its affiliates, Employee will not, directly or indirectly: 1. without the express prior written consent of the Board of Directors, own an interest in, manage, operate, join, control, lend money or render financial or other assistance to or participate in or be connected with, as an officer, employee, partner, stockholder, consultant or otherwise, any person that competes with the Company in the field of neurostimulation in a matter covered by a patent assigned to or held by the Company; provided, however, that following Employee's termination of employment with the Company the foregoing restriction shall apply only to those areas where the Company is actually doing business on the date of such termination of employment; provided, further, that Employee may purchase or otherwise acquire for passive investment up to 3% of any class of securities of any such enterprise if such securities are listed on any national or regional securities exchange or have been registered under Section 12(g) of the Securities Exchange Act of 1934; 2. whether for Employee's own account or for the account of any other person, (except for the account of the Company and its affiliates), solicit Business from any person known by Employee to be a customer of the Company or its affiliates, whether or not Employee had personal contact with such person during Employee's employment with the Company and its affiliates; 3. whether for Employee's own account or the account of any other person, (i) solicit, employ, or otherwise engage as an employee, independent contractor, or otherwise, any person who is an employee of the Company or an affiliate, or in any manner induce, or attempt to induce, any employee of the Company or its affiliate to terminate his her employment with the Company or its affiliate; or (ii) interfere with the Company's or its affiliate's relationship with any person who at any time during the Term, was an employee, contractor, supplier, or customer of the Company or its affiliate; or 4. at any time after the termination of his her employment, disparage the Company or its affiliates or any shareholders, directors, officers, employees, or agents of the Company or any of its affiliates, so long as the Company does not disparage Employee.