Common use of Restrictive Covenants; Confidentiality Clause in Contracts

Restrictive Covenants; Confidentiality. Seller agrees that he will not be an officer, director or employee or consultant of or have any direct or indirect ownership interest in, or manage, lease, develop or otherwise have any financial interest in, or receive any compensation from any business or entity competing with the Partnership within 25 miles of the Center until the later of (a) one (1) year after the Seller ceases to be a partner of Westlake or (b) five (5) years for the date of the Agreement of Limited Partnership. The foregoing shall not prohibit Seller from owning shares of capital stock constituting less than 1% of the outstanding capital stock of any corporation whose common stock is traded on a national securities exchange or on The Nasdaq Stock Market. Seller recognizes and acknowledges that the ascertainment of damages in the event of a breach of this Section 5.16 would be difficult, and agrees that AmSurg, in addition to all other remedies it may have, shall have the right to injunctive relief if there is such a breach. Notwithstanding the foregoing, the parties acknowledge and agree that Section 5.16 does not require Seller to perform ophthalmic procedures at the Center or to refer patients to the Center, and imposes no restrictions on where such procedures are performed or where referrals are made.

Restrictive Covenants; Confidentiality. Seller Each Doctor agrees that he will not be an officer, director or employee or consultant of or have any direct or indirect ownership interest in, or manage, lease, develop or otherwise have any financial interest in, or receive any compensation from any business or entity competing with the Partnership L.P. within 25 10 miles of the Center until the later of (a) one (1) year after the Seller Doctor ceases to be a partner shareholder of Westlake Seller or (b) five (5) years for after the date of the Agreement of Limited PartnershipClosing Date. The foregoing shall not prohibit Seller Doctors from owning shares of capital stock constituting less than 1% of the outstanding capital stock of any corporation whose common stock is traded on a national securities exchange or on The Nasdaq Stock Market. Seller recognizes Doctors recognize and acknowledges acknowledge that the ascertainment of damages in the event of a breach of this Section 5.16 8.2 would be difficult, and agrees agree that AmSurg, in addition to all other remedies it may have, shall have the right to injunctive relief if there is such a breach. Notwithstanding the foregoing, the parties acknowledge and agree that Section 5.16 8.2 does not require Seller Doctors to perform ophthalmic endoscopy procedures at the Center or to refer patients to the Center, and imposes no restrictions on where such procedures are performed or where referrals are made.

Restrictive Covenants; Confidentiality. Seller Doctor agrees that he will not be an officer, director or employee or consultant of or have any direct or indirect ownership interest in, or manage, lease, develop or otherwise have any financial interest in, or receive any compensation from any business or entity competing with the Partnership within 25 miles of the Center until the later of (a) one (1) year after the Seller Doctor ceases to be a partner of Westlake or (b) five (5) years for the date of the Agreement of Limited Partnership. The foregoing shall not prohibit Seller Doctor from owning shares of capital stock constituting less than 1% of the outstanding capital stock of any corporation whose common stock is traded on a national securities exchange or on The Nasdaq Stock Market. Seller Doctor recognizes and acknowledges that the ascertainment of damages in the event of a breach of this Section 5.16 6.5 would be difficult, and agrees that AmSurg, in addition to all other remedies it may have, shall have the right to injunctive relief if there is such a breach. Notwithstanding the foregoing, the parties acknowledge and agree that Section 5.16 6.5 does not require Seller Doctor to perform ophthalmic procedures at the Center or to refer patients to the Center, and imposes no restrictions on where such procedures are performed or where referrals are made.

Restrictive Covenants; Confidentiality. Seller Each Doctor agrees that he will not be an officer, director or employee or consultant of or have any direct or indirect ownership interest in, or manage, lease, develop or otherwise have any financial interest in, or receive any compensation from any business or entity competing with the Partnership L.P. within 25 7.5 miles of the Center until the later of (a) one (1) year after the Seller Doctor ceases to be a partner member of Westlake Seller or (b) five (5) years for after the date of the Agreement of Limited PartnershipClosing Date. The foregoing shall not prohibit Seller Doctors from owning shares of capital stock constituting less than 1% of the outstanding capital stock of any corporation whose common stock is traded on a national securities exchange or on The Nasdaq Stock Market. Seller recognizes Doctors recognize and acknowledges acknowledge that the ascertainment of damages in the event of a breach of this Section 5.16 5.4 would be difficult, and agrees agree that AmSurg, in addition to all other remedies it may have, shall have the right to injunctive relief if there is such a breach. Notwithstanding the foregoing, the parties acknowledge and agree that Section 5.16 5.4 does not require Seller Doctors to perform ophthalmic surgical procedures at the Center or to refer patients to the Center, and imposes no restrictions on where such procedures are performed or where referrals are made.

Restrictive Covenants; Confidentiality. Seller agrees that he she will not be an officer, director or employee or consultant of or have any direct or indirect ownership interest in, or manage, lease, develop or otherwise have any financial interest in, or receive any compensation from any business or entity competing with the Partnership within 25 miles of the Center until the later of (a) one (1) year after the Seller ceases to be a partner of Westlake or (b) five (5) years for the date of the Agreement of Limited Partnership. The foregoing shall not prohibit Seller from owning shares of capital stock constituting less than 1% of the outstanding capital stock of any corporation whose common stock is traded on a national securities exchange or on The Nasdaq Stock Market. Seller recognizes and acknowledges that the ascertainment of damages in the event of a breach of this Section 5.16 5.11 would be difficult, and agrees that AmSurg, in addition to all other remedies it may have, shall have the right to injunctive relief if there is such a breach. Notwithstanding the foregoing, the parties acknowledge and agree that Section 5.16 5.11 does not require Seller to perform ophthalmic procedures at the Center or to refer patients to the Center, and imposes no restrictions on where such procedures are performed or where referrals are made.

Restrictive Covenants; Confidentiality. Seller Doctor agrees that he will not be an officer, director or employee or consultant of or have any direct or indirect ownership interest in, or manage, lease, develop or otherwise have any financial interest in, or receive any compensation from any business or entity competing with the Partnership within 25 miles of the Center until the later of (a) one (1) year after the Seller Doctor ceases to be a partner of Westlake or (b) five (5) years for the date of the Agreement of Limited Partnership. The foregoing shall not prohibit Seller Doctor from owning shares of capital stock constituting less than 1% of the outstanding capital stock of any corporation whose common stock is traded on a national securities exchange or on The Nasdaq Stock Market. Seller Doctor recognizes and acknowledges that the ascertainment of damages in the event of a breach of this Section 5.16 6.5 would be difficult, and agrees that AmSurg, in addition to all other remedies it may have, shall have the right to injunctive relief if there is such a breach. Notwithstanding the foregoing, the parties acknowledge and agree that Section 5.16 6.5 does not require Seller Doctor to perform ophthalmic procedures at the Center or to refer patients to the Center, and imposes no restrictions on where such procedures are performed or where referrals are made.. Asset Purchase Agreement/Page 8 --------------------------------------------------------------------------------