By this Agreement effective March 31, 2010 for good and valuable consideration, the receipt of which is hereby
acknowledged, for PURE EARTH, INC. and all corporate subsidiaries (“SELLER SHAREHOLDERS”),
hereby agree not to directly or indirectly compete with the business of NYCON CORPORATION (“BUYER”)
and its successors and assigns by engaging in any activities in the continental United States involving the
manufacture, distribution or sale of any re-enforcing and/or recyclable fibers or related products thereto used in
congealable materials such as asphalt or concrete (“Business Operations”) for a period of six (6) years following
the closing of the asset purchase transaction pursuant to the Asset Purchase Agreement of even date herewith
between Buyer and Selling Shareholder or until the discontinuance of the Business Operations of Buyer,
whichever occurs first (“Non-Compete Period”).
During the Non-Compete Period, Selling Shareholder shall not own, manage, operate or consult in a business in
the continental United States substantially similar to, or competitive with the Business Operations of Buyer or
such other business activity in which Buyer may substantially engage during the term of this Agreement.
Selling Shareholder acknowledges and agrees that the services, creations, trade secrets of Buyer and Buyer’s
customers and contacts developed by Buyer are or are intended to be marketed and licensed to customers
throughout the United States. Selling Shareholder further acknowledges and agrees to the reasonableness of the
above outlined non-compete restriction and the reasonableness of the geographic area and duration of time which
are a part of this Agreement.
Any attempt on the part of Selling Shareholder to induce employees of Buyer to leave Buyer’s employ, or any
effort by Selling Shareholder to interfere with Buyer’s relationship with its employees would be harmful and
damaging to Buyer. Selling Shareh