Executive’s Acknowledgements. In connection with the execution of this Confirming Release, Executive makes the following representations, acknowledgements and explicit statements of agreement: (a) Executive represents that Executive has the capacity to read this Confirming Release, understand its language, meaning and effect, and consents to the execution of this Confirming Release. Executive further represents that he has carefully read this Confirming Release. (b) Executive acknowledges that Executive would not otherwise have been entitled to the consideration described in Section A.2 of the Retirement Agreement that is payable or otherwise receivable on or alter the Separation Date but for his entry into this Confirming Release and that the Company and Holdings have agreed to provide such consideration in return for Executive’s agreement to be bound by the terms of this Confirming Release. (c) Executive acknowledges and represents that the Company and Holdings have advised and hereby advise Executive in writing to discuss both the form and content of this Confirming Release with an attorney before Executive signs this Agreement, and that Executive has had adequate opportunity to do so and has done so. (d) Executive fully understands the final and binding effect of this Confirming Release; the only promises made to Executive to sign this Confirming Release are those stated herein and the Separation Agreement; and Executive is signing this Confirming Release voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this Confirming Release. (e) Executive has been offered the opportunity to consider this Confirming Release for twenty-one (21) days before executing it.
Appears in 1 contract
Executive’s Acknowledgements. Executive understands that Section 1 of this Agreement constitutes a general waiver and release in favor of the Protected Parties, as more fully set forth therein. In connection with the execution of this Confirming Release, such waiver and release Executive makes the following representations, acknowledgements and explicit statements of agreementacknowledges:
(a) Executive represents a. That he has been advised to consult an attorney before signing this Agreement and that Executive has done so or has determined that such consultation is not necessary.
b. That the capacity Agreement was furnished to read this Confirming Release, understand its language, meaning him on or before the date specified above (the “Delivery Date”) and effect, and consents to the execution of this Confirming Release. Executive further represents that he has carefully read 45 calendar days after the Delivery Date to consider whether to sign this Confirming ReleaseAgreement, without alteration, and return it to the Company by first class mail or by hand delivery in accordance with Section 4.5 hereof, and that if he executes and delivers this Agreement before the expiration of the 45-day period, Executive will be deemed to have waived the balance of the period.
(b) c. That if Executive fails to execute and deliver this Agreement to the Company before the expiration of such 45-day period, he shall be deemed to have forfeited any right, amount or benefit due to him or her under the Severance Plan.
d. That he has been given an opportunity to review this Agreement, including the waiver and release included in Section 1 hereto, that he fully understands its provisions, and that he has voluntarily entered into this Agreement.
e. That in connection with Executive’s review of this Agreement, Executive has been furnished with additional information concerning the Company’s “decisional unit,” as more fully set forth in Annex A attached hereto.
f. That Executive may revoke this Agreement by providing written notice to the Company by hand delivery or by U.S. mail, postage prepaid, in accordance with Section 4.5 hereof, during the seven-day period following its execution; thereafter, this Agreement shall be irrevocable. Executive acknowledges that Executive would not otherwise if he revokes this Agreement, the Company shall have been entitled no obligation to provide the consideration described in Section A.2 3 of the Retirement Agreement that is payable or otherwise receivable on or alter the Separation Date but for his entry into this Confirming Release and that the Company and Holdings have agreed to provide such consideration in return for Executive’s agreement to be bound by the terms of this Confirming Release.
(c) Executive acknowledges and represents that the Company and Holdings have advised and hereby advise Executive in writing to discuss both the form and content of this Confirming Release with an attorney before Executive signs this Agreement, and that Executive has had adequate opportunity to do so and has done so.
(d) Executive fully understands the final and binding effect of this Confirming Release; the only promises made to Executive to sign this Confirming Release are those stated herein and the Separation Agreement; and Executive is signing this Confirming Release voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this Confirming Release.
(e) Executive has been offered the opportunity to consider this Confirming Release for twenty-one (21) days before executing it.
Appears in 1 contract
Executive’s Acknowledgements. Executive understands that Section 1 of this Waiver constitutes a general waiver and release in favor of the Company and Protected Parties, as more fully set forth therein. In connection with the execution of this Confirming Release, such waiver and release Executive makes the following representations, acknowledgements acknowledges and explicit statements of agreementagrees:
(a) Executive represents a. That she has been advised to consult an attorney before signing this Waiver and that Executive has done so or has determined that such consultation is not necessary.
b. That the capacity Waiver was furnished to read this Confirming Releaseher on or before the date specified above (the “Delivery Date”) and that she has had no fewer than 21 calendar days after the Delivery Date to consider whether to sign the Waiver, understand its language, meaning and effectwithout alteration, and consents return it to the execution Company by first class mail or by hand delivery in accordance with Section 2.5 hereof, and that if she executes and delivers the Waiver before the expiration of this Confirming Release. the 21-day period, Executive further represents that he has carefully read this Confirming Releasewill be deemed to have waived the balance of the period.
(b) c. That she has been given an opportunity to review the Waiver, including the waiver and release included in Section 1 hereto, that she fully understands its provisions, and that she has voluntarily entered into the Waiver.
e. That Executive may revoke this Waiver by providing written notice to the Company by hand delivery or by U.S. mail, postage prepaid, in accordance with Section 2.5 hereof, during the seven-day period following its execution; thereafter, the Waiver shall be irrevocable. Executive acknowledges that Executive would not otherwise if she revokes the Waiver, the Company shall have been entitled no obligation to provide the consideration described in Section A.2 the Retention Bonus Agreement.
f. By signing below, Executive represents that she has returned all the Company’s property and data of any type whatsoever that was in her possession or control, whether in hardcopy or electronic form.
g. That in any proceeding, either at law or in equity, among the parties hereto, Executive shall not raise as a defense (i) that any information relating to the Company’s business is not confidential or entitled to protection as confidential information or a trade secret, (ii) that the period of time or geographical area in which the Executive is prohibited from competition or solicitation is unfair, unnecessary or unreasonable, and (iii) that the Retention Bonus Agreement and/or Waiver is in restraint of trade, (iv) that the existence of any claim or cause of action of the Retirement Agreement that is payable Executive against the Company, whether or otherwise receivable not predicated on or alter the Separation Date but for his entry into this Confirming Release and that the Company and Holdings have agreed to provide such consideration in return for Executive’s agreement to be bound by the terms of this Confirming Release.
(c) Executive acknowledges the Retention Bonus Agreement and represents that Waiver, shall not constitute a defense to the Company enforcement of the Executive’s obligations under the Retention Bonus Agreement and Holdings have advised and hereby advise Executive in writing to discuss both the form and content of this Confirming Release with an attorney before Executive signs this AgreementWaiver, and (v) that Executive has had adequate opportunity Company may from time to do so and has done so.
(d) Executive fully understands time unilaterally amend the final and binding effect of this Confirming Release; the only promises made to Executive to sign this Confirming Release are those stated herein and the Separation Agreement; and Executive is signing this Confirming Release voluntarily and of Executive’s own free will, and that Executive understands and agrees to each restrictive covenants in Section 9 of the terms of this Confirming ReleaseRetention Bonus Agreement to include additional Parishes or Counties into which Company’s Business has expanded.
(e) Executive has been offered the opportunity to consider this Confirming Release for twenty-one (21) days before executing it.
Appears in 1 contract
Executive’s Acknowledgements. Executive understands that Section 1 of this Waiver constitutes a general waiver and release in favor of the Companies and Protected Parties, as more fully set forth therein. In connection with the execution of this Confirming Release, such waiver and release Executive makes the following representations, acknowledgements acknowledges and explicit statements of agreementagrees:
(a) Executive represents a. That he has been advised to consult an attorney before signing this Waiver and that Executive has done so or has determined that such consultation is not necessary.
b. That the capacity Separation Agreement and Waiver was furnished to read this Confirming Release, understand its language, meaning him on or before the date specified above (the “Delivery Date”) and effect, and consents to the execution of this Confirming Release. Executive further represents that he has carefully read this Confirming Releasehad no fewer than 21calendar days after the Delivery Date to consider whether to sign the Separation Agreement and Waiver, without alteration, and return it to the Companies by first class mail or by hand delivery in accordance with Section 4.5 hereof, and that if he executes and delivers the Separation Agreement and Waiver before the expiration of the 21-day period, Executive will be deemed to have waived the balance of the period.
(b) c. That if Executive fails to execute and deliver the Separation Agreement and Waiver to the Companies before the expiration of such 21-day period, he shall be deemed to have forfeited any right, amount or benefit due to him or her under the Severance Plan.
d. That he has been given an opportunity to review the Separation Agreement and Wavier, including the waiver and release included in Section 1 hereto, that he fully understands its provisions, and that he has voluntarily entered into the Separation Agreement and Waiver.
e. That Executive may revoke this Separation Agreement and Waiver by providing written notice to the Companies by hand delivery or by U.S. mail, postage prepaid, in accordance with Section 4.5 hereof, during the seven-day period following its execution; thereafter, the Separation Agreement and Waiver shall be irrevocable. Executive acknowledges that Executive would not otherwise if he revokes the Separation Agreement and Waiver, the Companies shall have been entitled no obligation to provide the consideration described in Section A.2 3 of the Retirement Agreement Separation Agreement.
f. By signing below, Executive represents that he has returned all the Companies’ property and data of any type whatsoever that was in his possession or control, whether in hardcopy or electronic form.
g. That in any proceeding, either at law or in equity, among the parties hereto, Executive shall not raise as a defense (i) that any information relating to the Companies’ business is payable not confidential or otherwise receivable on entitled to protection as confidential information or alter a trade secret, (ii) that the period of time or geographical area in which the Executive is prohibited from competition or solicitation is unfair, unnecessary or unreasonable, and (iii) that the Separation Date but for his entry into this Confirming Release Agreement and Waiver is in restraint of trade, (iv) that the Company and Holdings have agreed to provide such consideration in return for Executive’s agreement to be bound by existence of any claim or cause of action of the Executive against the Companies, whether or not predicated on the terms of this Confirming Release.
the Separation Agreement and Waiver, shall not constitute a defense to the enforcement of the Executive’s obligations under the Separation Agreement and Waiver, and (cv) Executive acknowledges and represents that the Company and Holdings have advised and hereby advise Executive in writing Companies may from time to discuss both the form and content time unilaterally amend Section 3.2 of this Confirming Release with an attorney before Executive signs this AgreementWaiver to include additional Parishes or Counties into which Companies’ Business has expanded. THIS BASIC WAIVER, and that Executive has had adequate opportunity to do so and has done so.
(d) Executive fully understands the final and binding effect of this Confirming Release; the only promises made to Executive to sign this Confirming Release are those stated herein and the Separation Agreement; and Executive is signing this Confirming Release voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this Confirming Release.
(e) Executive RELEASE AND COVENANTS AGREEMENT has been offered the opportunity to consider executed on this Confirming Release for twenty-one (21) days before executing it.23rd day of March, 2017. ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇ Signature Print Name /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇ ▇. ScottChief Executive OfficerCleco Group LLC andBoard Chair /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇ Chief Executive Officer Cleco Corporate Holdings LLC and Board Chair /s/ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Chief Executive Officer Cleco Power LLC
Appears in 1 contract