Consultant and Xxxx. Xxxxxxx understand and acknowledge that this Agreement constitutes a compromise and settlement of any and all actual or potential disputed claims by Consultant and Xxxx Xxxxxxx. No action taken by the Company hereto, either previously or in connection with this Agreement, shall be deemed or construed to be (a) an admission of the truth or falsity of any actual or potential claims or (b) an acknowledgment or admission by the Company of any fault or liability whatsoever to Consultant and Xxxx Xxxxxxx or to any third party.
Consultant and Xxxx. Xxxxxxx understand that nothing in this Agreement shall in any way limit or prohibit them from engaging for a lawful purpose in any Protected Activity. For purposes of this Agreement, “Protected Activity” shall mean filing a charge, complaint, or report with, or otherwise communicating with, cooperating with or participating in any investigation or proceeding that may be conducted by, any federal, state or local government agency or commission, including the Securities and Exchange Commission, the Equal Employment Opportunity Commission, the Occupational Safety and Health Administration, and the National Labor Relations Board (“Government Agencies”). Consultant and Xxxx Xxxxxxx understand that in connection with such Protected Activity, they are permitted to disclose documents or other information as permitted by law, and without giving notice to, or receiving authorization from, the Company. Notwithstanding the foregoing, Consultant and Xxxx Xxxxxxx agree to take all reasonable precautions to prevent any unauthorized use or disclosure of any information that may constitute the Company’s Confidential Information (as defined in the Consulting Agreement) to any parties other than the relevant Government Agencies. Consultant and Xxxx Xxxxxxx further understand that “Protected Activity” does not include the disclosure of any Company attorney-client privileged communications, and that any such disclosure without the Company’s written consent shall constitute a material breach of this Agreement.
Consultant and Xxxx s Consultant Coordinator will participate in a face-to-face meeting with the Director’s Representative, within 7 days of the receipt of NDOT’s written statements to discuss the submittals and to respond to the other party’s facts and arguments concerning the dispute.
