Non-Vitiation. All property related policies of insurance required to be maintained pursuant to Sections 1(a)-(b) of this [Schedule 8.4.1] shall insure the interests of the Lenders regardless of any breach or violation by the Collateral Parties, their Affiliates or others acting on their behalf of any warranties, declarations or conditions contained in such policies, any action or inaction, or any foreclosure relating to the Collateral Parties or any change in ownership of all or any portion of the Collateral Parties (the foregoing may be accomplished by the use of an approved Lenders loss payable endorsement, multiple insureds clause or other similar clause acceptable to Agent).

Non-Vitiation. All policies of property insurance required to be maintained pursuant to [Sections 1.1(a) and (b)] of this [Schedule 5.17] shall insure the interests of the Administrative Agent and Collateral Agent regardless of any breach or violation by the Borrower, its affiliates or others acting on its or their behalf of any warranties, declarations or conditions contained in such policies, any action or inaction. The foregoing may be accomplished by the use of an approved loss payable endorsement, multiple insured clause or such other clause or wording approved by Lenders providing similar coverage.

(vitiation) it becomes impossible for an Obligor to perform a material obligation under a Finance Document to which it is expressed to be a party;

You acknowledge that, in the course of your employment with the Company, you will become familiar with the Company’s and the Company Affiliates’ trade secrets and other Confidential Information as well as the Company’s customer information and goodwill, and that your services will be of special, unique and extraordinary value to the Company and the Company Affiliates. Therefore, you agree that, during the Employment Period and any other period during which you are employed by the Company or any of its Affiliates, whether pursuant to this Agreement or otherwise plus twelve (12) months (the “Restriction Period”) (regardless of the reason for your separation from the Company and whether caused by you or the Company), you will not # anywhere the Company or any of the Company Affiliates conducts business or # anywhere the Company or any of the Company Affiliates has spent time and resources in connection with expanding its business, directly or indirectly, either on your own behalf or on behalf of any other person, firm or entity: own, manage, operate, work as an employee for, consult with, provide services or financing to, or join, control or participate in the ownership, management, operation or control of, any business (whether in corporate, proprietorship or partnership form or otherwise) that is engaged in the business of manufacturing, marketing, sale, research or development of pharmaceuticals for cancer utilizing a methodology or mechanism that is similar to methodologies or mechanisms used or actively being developed by the Company (collectively, “Specified Therapies”).

Non-Vitiation. All policies of property insurance required to be maintained pursuant to [Sections 1.1(a) and (b)] of this [Schedule 5.17] shall insure the interests of the Administrative Agent and Collateral Agent regardless of any breach or violation by the Borrower, its affiliates or others acting on its or their behalf of any warranties, declarations or conditions contained in such policies, any action or inaction. The foregoing may be accomplished by the use of an approved loss payable endorsement, multiple insured clause or such other clause or wording approved by Lenders providing similar coverage.

9.1Non-Competition. In further consideration of the compensation to be paid to Executive hereunder, Executive acknowledges that during the course of his employment with the Company and/or its subsidiaries he will become familiar with the Company's trade secrets and with other Confidential Information concerning the Company and that his services will be of special, unique and extraordinary value to the Company and its subsidiaries, and therefore, the Executive agrees that during the Non-Compete Period he shall not engage in Competition with the Company. As used herein, “Non-Compete Period” means during the Employment Term and for a period of # if Executive’s employment is terminated for Cause or resigned without Good Reason: twelve (12) months following the last day of Executive’s employment or # if Executive’s employment is terminated without Cause or Executive resigns with Good Reason: the Severance Period. As used herein, “Competition” means to directly or indirectly, in a competitive capacity, own any interest in, manage, operate, control, invest or acquire an interest in, participate in, consult with, render services for, operate or in any manner engage, in a competitive capacity, in any Competitive Business (including any division, group or franchise of a larger organization which is a Competitive Business), whether as a proprietor, owner, member, partner, stockholder, director, manager, officer, executive, consultant, joint venture, investor, sales representative or other participant, that competes with the Company or any of its subsidiaries, in any of the states in which the Company or any of its subsidiaries operates on the date in question (if during the Employment Term) or on the last day of Executive's employment (if on or following the employment termination date). Nothing herein shall prohibit the Executive from being a passive owner of not more than three percent (3%) of the outstanding stock of any class of a corporation which is publicly traded, so long as the Executive has no active participation in the business of such corporation. As used herein, “Competitive Business” means a business that operates any of the following: # retail convenience stores (with or

Non-Compete; Non-Interference; Non-Solicit. During the term of employment and for a period of twelve (12) months after the Termination Date Executive shall not, whether for Executive’s own account or for any other Person, directly or indirectly, with or without compensation:

Non-Vitiation. All policies of property insurance required to be maintained pursuant to [Sections 1.1(a) and (b)] of this [Schedule 5.17] shall insure the interests of the Administrative Agent regardless of any breach or violation by the Borrower, its affiliates or others acting on its or their behalf of any warranties, declarations or conditions contained in such policies, any action or inaction. The foregoing may be accomplished by the use of an approved loss payable endorsement, multiple insured clause or such other clause or wording approved by Administrative Agent providing similar coverage.

Non-Compete; Non-Interference; Non-Solicit. During the term of employment and for a period of twelve (12) months after the Termination Date Executive shall not, whether for Executive’s own account or for any other Person, directly or indirectly, with or without compensation:

Participant acknowledges and recognizes the highly competitive nature of the businesses of the Company and its Affiliates and accordingly agrees as follows: