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Improv Assoc. granted Comedy Club an exclusive license (a contract) to open four Improv Clubs per year in 2001, 2002, and 2003. The agreement included a covenant not to compete that stated if Comedy Club breached the contract, Comedy Club would not open any comedy venues in the contiguous 48 states for 14 years from the date of contract termination. Comedy Club failed to open the required number of clubs in years 2001 and 2002 (needed to open 8, but did not), so Improv terminated the contract. If Comedy Club sues Improv and claims the covenant not to compete ("non-comp" clause) was not reasonable, who would win?

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