#​ and ​ Restrictions. During the Term, and for a period of twelve (12) months following the last date of the Term hereof (the “Restricted Period”), ​, nor its directors, officers, members, managers, shareholders, parents, subsidiaries and/or affiliated entities shall own, operate and/or enter into a contract manufacturing arrangement with any other third-party for similarly competitive products without the express written consent of ​, which shall not be unreasonably withheld or delayed, nor shall ​, or any of ​’s members/shareholders owning ten percent (10%) or more of ​, own or operate a similarly competitive company to that of ​. Conversely, in the event ​ exercises ​’s rights pursuant to the ​ Option Agreement and the HLTT Option Agreement and pays all amounts due to ​ and HLTT thereunder, the Restricted Period shall no longer be of force or effect for the ​; however, for a period of twelve (12) months following the final payment of the ​ Asset Purchase Price and the HLTT Purchase Price (the “Seller Restricted Period”), ​, HLTT, and WRH, nor its directors, officers, members, managers, shareholders, parents, subsidiaries and/or affiliated entities shall own, operate and/or enter into a contract manufacturing arrangement with any other third-party for similarly competitive products without the express written consent of ​, which shall not be unreasonably conditioned, withheld or delayed, nor shall ​, HLTT, and WRH, or any of ​, HLTT, and WRH’s members/shareholders owning ten percent (10%) or more of ​, HLTT, or WRH, own or operate a similarly competitive company.

Restrictive Covenants. In order to induce Employer to enter into this Agreement, Executive hereby agrees as follows:

Restrictive Covenants. In consideration of the terms of this Award and your access to Confidential Information, you agree to the restrictive covenants and associated remedies as set forth below, which exist independently of and in addition to any obligation to which you are subject under the terms of the Wells Fargo Agreement Regarding Trade Secrets, Confidential Information, Non-Solicitation, and Assignment of Inventions (the “TSA”):

Executive acknowledges and agrees that the restrictive covenants and other post-termination obligations set forth in the Proprietary Information Agreement, including without

Restrictive Covenants. In consideration for the employment offered to Executive by the Company and such other good and valuable consideration received and acknowledged by Executive to be adequate and sufficient, including the Equity Incentives set forth in [Section 4(b)] and the Relocation Bonus set forth in [Section 4(e)], Executive agrees:

The Grantee acknowledges and agrees that, in consideration for the grant of the Restricted Stock Units, the Grantee remains subject to the non-competition, non-solicitation, confidentiality, inventions assignment, and non-disparagement provisions to the extent described in (including incorporated by reference into) [Section 14] of the Employment Agreement, the Restrictive Covenants Agreement dated ​ between the Grantee and the Company, the Company’s Code of Conduct (as defined in the Employment Agreement), and any other written agreements between the Company and the Grantee (collectively, the “Restrictive Covenants”).

In consideration for the grant of the RSUs, continued employment with the Company, and other good and valuable consideration, the Grantee agrees to the following:

Restrictive Covenants. The restrictive covenants contained in [Section 5.1] of the Employment Agreement are incorporated herein by reference and shall continue in full force and effect in accordance with their terms. The Non-Solicitation, Non-Disclosure and Inventions Assignment Agreement (the “NDA”), described in [Section 5.2] of the Employment Agreement, shall also remain in full force and effect in accordance with its terms.

RESTRICTIVE COVENANTS. Each of the covenants contained in [Sections 10(b)-(c)])] of this Plan are collectively referred to as the “Restrictive Covenants.”

Restrictive Covenants. Each of the covenants contained in Paragraphs 2(a)-(c) of this [Annex A] are collectively referred to as the “Restrictive Covenants.”

Acknowledgment of Restrictive Covenants. Each of the Seller Parties hereby agrees to abide by his or its respective Restrictive Covenants and acknowledges and agrees that the payment of the Closing Consideration shall constitute, among other things, full consideration for his and its respective Restrictive Covenants, and the associated Goodwill included in the Acquired Assets.

​’s obligation to pay Severance Payments, any Pro Rata Bonus, any Prior Bonus, any health care reimbursement benefits, and/or provide other benefits to a Participant under the Plan shall be subject to the Participant’s compliance with the following restrictive covenants (the “Restrictive Covenants”), and, by participating in the Plan, a Participant shall be deemed to have agreed to and shall abide and be bound by the following Restrictive Covenants:

Financial Covenants Compliance. As of the last day of the most recently ended Test Period, and after giving effect to such Credit Extension, the Borrower shall be in Pro Forma Compliance with the financial covenants set forth in [Section 6.15].

Compliance with Covenants. All of the covenants to be complied with and performed by the Seller on or before the Closing Date will have been duly complied with and performed in all respects.

You hereby affirm that the restrictive covenants and other post-employment obligations contained in the Confidentiality, Non-Competition and Non-Solicitation Agreement, dated as of ​ (the “Restrictive Covenant Agreement”) and the Employment Agreement, respectively, are and shall remain in effect and enforceable in accordance with the terms of the Restrictive Covenant Agreement and Employment Agreement, respectively, and you hereby reaffirm the existence and reasonableness of those obligations (including, without limitation, any confidentiality obligations, and any non-competition, non-solicitation, non-interference and non-disparagement restrictions). You also hereby reaffirm and acknowledge your obligations to comply with the provisions set forth in [Section 2(b)] of the Restrictive Covenant Agreement and the Company hereby requests the return, as of the Effective Date, of all Confidential Information and other Company property described in such [Section 2(b)] (including, without limitation, log-ins and access codes to all Company social media accounts and websites).

Abrams’ continued compliance with the restrictive covenants set forth in any other agreement between Abrams and the Company in effect at the date hereof and continuing through the Termination Date. By way of example, as of the date of this Agreement, Abrams remains bound by the restrictive covenants set forth in any grant documents governing the grant of equity awards to Abrams.

Restrictive Covenants Contained in Other Agreements. Notwithstanding any provision contained herein to the contrary, to the extent that Grantee is or becomes subject to any other agreement that contains restrictive covenants that are different from the restrictive covenants contained in this agreement, the restrictive covenants set forth in such other agreement shall supplement, and shall not replace, the restrictive covenants herein.

“Restrictive Covenants” means the restrictive covenants contained in § 13(c) hereof.

Participant. If a Participant is subject to any restrictive covenants under any plan, policy, document or Individual Agreement (collectively, the “Other Restrictive Covenants”), the Participant is obligated to abide by both the Other Restrictive Covenants and the restrictive covenants set forth in this Plan, regardless of whether they are similar.

SECTION # Restrictive Covenants.