Common use of Compliance with Post-Termination Obligations and Execution and Non-Revocation of General Release Agreement Clause in Contracts

Compliance with Post-Termination Obligations and Execution and Non-Revocation of General Release Agreement. Notwithstanding any other provision in this Agreement, the Company’s payment to Employee of the severance payments and benefits described in subparagraphs 7(b)(i), 7(d)(i)-(ii), and 7(e)(i) or the Change in Control payments and benefits described in subparagraphs 8(b)(i)-(ii) and 8(c)(i)-(ii) is subject to the condition that he complies with all applicable covenants under paragraphs 12, 13, 14, and 15 of this Agreement. The Company shall have the right to cease payment of any such payments or benefits, as well as to seek restitution of any such payments or benefits already paid, if such covenants have been breached by Employee but all other provisions of this Agreement shall remain in full force and effect. The Company’s payment of such payments or benefits to Employee is also subject to the condition that, within 55 days after the Date of Termination, he execute, deliver to the Company, and not revoke as permitted by applicable law a General Release Agreement in a form reasonably acceptable to the Company that fully and finally releases and waives any and all claims, demands, actions, and suits whatsoever which he has or may have against the Company and its Affiliates, whether under this Agreement or otherwise, that arose before the General Release Agreement was executed (the “Release”). For purposes of this Agreement, the Release shall not become fully enforceable and irrevocable until Employee has timely executed the Release and not revoked his acceptance of the Release within seven days after its execution.