Common use of Non-competition and Notification Clause in Contracts

Non-competition and Notification. During Executive’s employment with the Company and for the Restricted Period as defined below, Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, any service or product that competes directly or indirectly with any services or products of the Company includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business if he is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment prior to expiration of the Restricted Period, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for a period of thirty-six (36) months following the voluntary or involuntary termination of his employment for whatever reason (the “Restricted Period as defined belowPeriod”), Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. Inc., Covetrus, Inc., and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes directly or indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business if he is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment prior to expiration of the Restricted Period, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company Transition Period and for the Restricted Period as defined belowthrough June 30, 2020, Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, Canada or the United Kingdom or any additional geographic markets the Company entersKingdom, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., and Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly directly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in ControlCompany. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business business if he is engaged or interested in such Competing Business that business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment on or prior to expiration of the Restricted PeriodJune 30, 2020, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered payments received by Executive in accordance with this Agreement, Agreement and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s Xxxxxxxxx’x legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the CompanyXxxxxxxxx, or any company with which the Company Xxxxxxxxx has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company Xxxxxxxxx shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the CompanyXxxxxxxxx, it being understood by Executive and the Company Xxxxxxxxx that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for the Restricted Period as defined belowThrough June 30, Executive 2020, Employee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, Canada or the United Kingdom or any additional geographic markets the Company entersKingdom, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., and Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly directly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in ControlCompany. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Employee shall be deemed to be interested in a Competing Business business if he is engaged or interested in such Competing Business that business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Employee obtains new employment on or prior to expiration of the Restricted PeriodJune 30, Executive 2020, Employee shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Employee agrees that the foregoing restrictions are in consideration of the consideration offered payments received by Employee in accordance with this Agreement, Agreement and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s Xxxxxxxxx’x legitimate business interests. Executive Employee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive Employee further agrees that the remedy of damages at law for breach by Executive Employee of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive Employee of the covenants and obligations in this Agreement would cause the CompanyXxxxxxxxx, or any company with which the Company Xxxxxxxxx has a business relationship, Executive Employee agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company Xxxxxxxxx shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the CompanyXxxxxxxxx, it being understood by Executive Employee and the Company Xxxxxxxxx that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for the Restricted Period as defined belowThrough November 30, Executive 2019, Employee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, Canada or the United Kingdom or any additional geographic markets the Company entersKingdom, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., and Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly directly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall Company, except with written consent of the Company, which consent will not be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Controlunreasonably withheld. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Employee shall be deemed to be interested in a Competing Business business if he she is engaged or interested in such Competing Business that business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Employee obtains new employment on or prior to expiration of the Restricted PeriodNovember 30, Executive 2019, Employee shall: (i) disclose this Agreement to his her new employer prior to beginning the employment; and (ii) notify the Company of the identity of his her new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Employee agrees that the foregoing restrictions are in consideration of the consideration offered payments received by Employee in accordance with this Agreement, Agreement and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s Xxxxxxxxx’x legitimate business interests. Executive Employee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive Employee further agrees that the remedy of damages at law for breach by Executive Employee of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive Employee of the covenants and obligations in this Agreement would cause the CompanyXxxxxxxxx, or any company with which the Company Xxxxxxxxx has a business relationship, Executive Employee agrees that if he she breaches or proposes to breach, any provision of this Agreement, the Company Xxxxxxxxx shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the CompanyXxxxxxxxx, it being understood by Executive Employee and the Company Xxxxxxxxx that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During ExecutiveEmployee’s employment with the Company and for a period of eighteen (18) months following the voluntary or involuntary termination of Employee’s employment for whatever reason (the “Restricted Period as defined belowPeriod”), Executive Employee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. Inc., AmerisourceBergen Corp. and AmerisourceBergen Corp.Covetrus, Inc.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, any service or product that competes directly or indirectly with any services or products of the Company includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Employee shall be deemed to be interested in a Competing Business if he Employee is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Employee obtains new employment prior to expiration of the Restricted Period, Executive Employee shall: (i) disclose this Agreement to his Employee’s new employer prior to beginning the employment; and (ii) notify the Company of the identity of his Employee’s new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Employee agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive Employee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for the Restricted Period as defined belowThrough January 31, Executive 2020, Employee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, Canada or the United Kingdom or any additional geographic markets the Company entersKingdom, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., and Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly directly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall Company, except with written consent of the Company, which consent will not be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Controlunreasonably withheld. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Employee shall be deemed to be interested in a Competing Business business if he she is engaged or interested in such Competing Business that business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Employee obtains new employment on or prior to expiration of the Restricted PeriodJanuary 31, Executive 2020, Employee shall: (i) disclose this Agreement to his her new employer prior to beginning the employment; and (ii) notify the Company of the identity of his her new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Employee agrees that the foregoing restrictions are in consideration of the consideration offered payments received by Employee in accordance with this Agreement, Agreement and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s Xxxxxxxxx’x legitimate business interests. Executive Employee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive Employee further agrees that the remedy of damages at law for breach by Executive Employee of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive Employee of the covenants and obligations in this Agreement would cause the CompanyXxxxxxxxx, or any company with which the Company Xxxxxxxxx has a business relationship, Executive Employee agrees that if he she breaches or proposes to breach, any provision of this Agreement, the Company Xxxxxxxxx shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the CompanyXxxxxxxxx, it being understood by Executive Employee and the Company Xxxxxxxxx that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s Employee's employment with the Company and for a period of eighteen (18) months following the voluntary or involuntary termination of Employee's employment for whatever reason (the “Restricted Period as defined belowPeriod”), Executive Employee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. Inc., AmerisourceBergen Corp. and AmerisourceBergen Corp.Covetrus, Inc.) EXHIBIT 10.11 or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, any service or product that competes directly or indirectly with any services or products of the Company includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Employee shall be deemed to be interested in a Competing Business if he Employee is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Employee obtains new employment prior to expiration of the Restricted Period, Executive Employee shall: (i) disclose this Agreement to his Employee's new employer prior to beginning the employment; and (ii) notify the Company of the identity of his Employee's new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Employee agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s 's legitimate business interests. Executive Employee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s Employee's employment with the Company and for a period of eighteen (18) months following the voluntary or involuntary termination of Employee's employment for whatever reason (the “Restricted Period as defined belowPeriod”), Executive Employee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. Inc., AmerisourceBergen Corp. and AmerisourceBergen Corp.Covetrus, Inc.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, any service or product that competes directly or indirectly with any services or products of the Company includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Employee shall be deemed to be interested in a Competing Business if he Employee is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Employee obtains new employment prior to expiration of the Restricted Period, Executive Employee shall: (i) disclose this Agreement to his Employee's new employer prior to beginning the employment; and (ii) notify the Company of the identity of his Employee's new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Employee agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s 's legitimate business interests. Executive Employee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for the Restricted Period as defined below, Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen twenty four (1824) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, any service or product that competes directly or indirectly with any services or products of the Company includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business if he is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment prior to expiration of the Restricted Period, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s Optionee's employment with the Company and for a period of eighteen (18) months following the voluntary or involuntary termination of Optionee's employment for whatever reason (the “Restricted Period as defined belowPeriod”), Executive Optionee agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. Inc., AmerisourceBergen Corp. and AmerisourceBergen Corp.Covetrus, Inc.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, any service or product that competes directly or indirectly with any services or products of the Company includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive Optionee shall be deemed to be interested in a Competing Business if he Optionee is engaged or interested in such Competing Business as a stockholder, director, officer, employee, EXHIBIT 10.9 salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive Optionee obtains new employment prior to expiration of the Restricted Period, Executive Optionee shall: (i) disclose this Agreement to his Optionee's new employer prior to beginning the employment; and (ii) notify the Company of the identity of his Optionee's new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive Optionee agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s 's legitimate business interests. Executive Optionee agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for a period of thirty-six (36) months following the voluntary or involuntary termination of his employment for whatever reason (the “Restricted Period as defined belowPeriod”), Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes directly or indirectly with any services or products of the Company (a including, without limitation, McKesson Corporation and Cardinal Health, Inc.)(a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business if he is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment prior to expiration of the Restricted Period, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for a period of (i) eighteen (18) months following the voluntary or involuntary termination of his employment without Cause or (ii) twenty-four (24) months following (x) the involuntary termination of his employment without Cause or (y) his resignation for Good Reason, in either case within two (2) years immediately following a Change in Control (the “Restricted Period as defined belowPeriod”), Executive Exhibit 10.24 agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business if he is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment prior to expiration of the Restricted Period, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company and for a period of (i) eighteen (18) months following the voluntary or involuntary termination of his employment without Cause or (ii) twenty-four (24) months following (x) the involuntary termination of his employment without Cause or (y) his resignation for Good Reason, in either case within two (2) years immediately following a Change in Control (the “Restricted Period as defined belowPeriod”), Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, the United Kingdom or any additional geographic markets the Company enters, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Control. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business if he is engaged or interested in such Competing Business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment prior to expiration of the Restricted Period, Executive shall: (i) disclose this Agreement to his new employer prior to beginning the employment; and (ii) notify the Company of the identity of his new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered in this Agreement, and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the Company, or any company with which the Company has a business relationship, Executive agrees that if he breaches or proposes to breach, any provision of this Agreement, the Company shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the Company, it being understood by Executive and the Company that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.

Non-competition and Notification. During Executive’s employment with the Company Transition Period and for the Restricted Period as defined belowthrough January 31, 2020, Executive agrees not to directly or indirectly engage in, be interested in, or be employed by, anywhere in the United States, Canada, Canada or the United Kingdom or any additional geographic markets the Company entersKingdom, any direct competitor of the Company (including, without limitation, Xxxxx Xxxxxx, Inc., Benco Dental Supply Company, Xxxxxxxx Dental Supply Co., and Xxxxxx.xxx, Inc., MWI Veterinary Supply, Inc. and AmerisourceBergen Corp.) or any other business which offers, markets or sells any service or product that competes indirectly directly with any services or products of the Company (a “Competing Business”). The “Restricted Period” shall Company, except with written consent of the Company, which consent will not be eighteen (18) months following the voluntary or involuntary termination of Executive’s employment for whatever reason; provided, however, that it shall be twenty-four (24) months following (i) the involuntary termination of his employment without Cause within two (2) years immediately following a Change in Control or (ii) his resignation for Good Reason within two (2) years immediately following a Change in Controlunreasonably withheld. By way of example, but not by way of limitation, “any service or product that competes directly or indirectly with any services or products of the Company Company” includes dental services, dental products, animal health services and animal health products. For purposes of this provision, Executive shall be deemed to be interested in a Competing Business business if he she is engaged or interested in such Competing Business that business as a stockholder, director, officer, employee, salesperson, sales representative, agent, partner, individual proprietor, consultant, or otherwise, but not if such interest in the Competing Business is limited solely to the ownership of 2% or less of the equity or debt securities of any class of a corporation whose shares are listed for trading on a national securities exchange or traded in the over-the-counter market. In the event that Executive obtains new employment on or prior to expiration of the Restricted PeriodJanuary 31, 2020, Executive shall: (i) disclose this Agreement to his her new employer prior to beginning the employment; and (ii) notify the Company of the identity of his her new employer within seven (7) days after accepting any offer of employment by sending a written notification to the Company. Executive agrees that the foregoing restrictions are in consideration of the consideration offered payments received by Executive in accordance with this Agreement, Agreement and that the restrictions are reasonable and necessary for the purpose of protecting the Company’s Xxxxxxxxx’x legitimate business interests. Executive agrees that the scope of the business of the Company is independent of the location (such that it is not practical to limit the restrictions contained herein to a specific state, city or part thereof) and therefore acknowledges and agrees that the geographic scope of this restriction throughout the United States, Canada and the United Kingdom is reasonable and necessary. Executive further agrees that the remedy of damages at law for breach by Executive of any of the covenants and obligations contained in this Agreement is an inadequate remedy. In recognition of the irreparable harm that a violation by Executive of the covenants and obligations in this Agreement would cause the CompanyXxxxxxxxx, or any company with which the Company Xxxxxxxxx has a business relationship, Executive agrees that if he she breaches or proposes to breach, any provision of this Agreement, the Company Xxxxxxxxx shall be entitled, in addition to all other remedies that it may have, to an injunction or other appropriate equitable relief to restrain any such breach or proposed breach without showing or proving any actual damage to the CompanyXxxxxxxxx, it being understood by Executive and the Company Xxxxxxxxx that both damages and equitable relief shall be proper modes of relief and are not to be considered alternative remedies.