Common use of Executive’s Acknowledgments and Representations Clause in Contracts

Executive’s Acknowledgments and Representations. By executing and delivering this Agreement, Executive acknowledges that: (a) Executive has carefully read this Agreement; (b) Executive has had at least twenty-one (21) days to consider this Agreement before the execution and delivery hereof to the Employer; (c) Executive has been and hereby is advised in writing to discuss this Agreement with an attorney of Executive’s choice and Executive has had adequate opportunity to do so; (d) Executive fully understands the final and binding effect of this Agreement; the only promises made to Executive to sign this Agreement are those stated in the Employment Agreement and herein; and Executive is signing this Agreement voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this Agreement; and (e) Executive has received all leaves (paid and unpaid) to which Executive was entitled during his employment with the Employer and, other than any sums owed to Executive pursuant to Section 5.2 of the Employment Agreement or any vested sums owed to Executive but deferred pursuant to any qualified or nonqualified deferred compensation plan (including but not limited to the Employer’s 401(k) cash or deferred arrangement and the Employer’s Executive Deferred Compensation Plan), Executive has received all wages, bonuses, compensation, and other sums that Executive has been owed or ever could be owed by the Released Parties.

Executive’s Acknowledgments and Representations. By executing and delivering this Agreement, Executive acknowledges that: (a) Executive has carefully read this Agreement; (b) Executive has had at least [twenty-one (21) )] [forty-five (45)] days to consider this Agreement before the execution and delivery hereof to the Employer;Employer [, and Executive acknowledges that attached to this Agreement is a list of (i) the job titles and ages of all employees selected for participation in the employment termination or exit incentive program pursuant to which Executive is being offered this Agreement, (ii) the job titles and ages of all employees in the same job classification or organizational unit who were not selected for participation in the program, and (iii) information about the unit affected by the program, including any eligibility factors for such program and any time limits applicable to such program]; [NTD: Include preceding bracketed language and reference to 45-day period, if 45-day consideration period applies.] (c) Executive has been and hereby is advised in writing to discuss this Agreement with an attorney of Executive’s choice and Executive has had adequate opportunity to do so; (d) Executive fully understands the final and binding effect of this Agreement; the only promises made to Executive to sign this Agreement are those stated in the Employment Agreement and herein; and Executive is signing this Agreement voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this Agreement; and (e) Executive has received all leaves (paid and unpaid) to which Executive was entitled during his employment with the Employer and, other than any sums owed to Executive pursuant to Section 5.2 of the Employment Agreement or any vested sums owed to Executive but deferred pursuant to any qualified or nonqualified deferred compensation plan (including but not limited to the Employer’s 401(k) cash or deferred arrangement and the Employer’s Executive Deferred Compensation Plan), Executive has received all wages, bonuses, compensation, and other sums that Executive has been owed or ever could be owed by the Released Parties.

Executive’s Acknowledgments and Representations. By executing and delivering this Agreement, Executive acknowledges that: (a) Executive has carefully read this Agreement; (b) Executive has had at least [twenty-one (21) )] [forty-five (45)] days to consider this Agreement before the execution and delivery hereof to the EmployerEmployer [, and Executive acknowledges that attached to this Agreement is a list of (i) the job titles and ages of all employees selected for participation in the employment termination or exit incentive program pursuant to which Executive is being offered this Agreement, (ii) the job titles and ages of all employees in the same job classification or organizational unit who were not selected for participation in the program, and (iii) information about the unit affected by the program, including any eligibility factors for such program and any time limits applicable to such program]; (c) Executive has been and hereby is advised in writing to discuss this Agreement with an attorney of Executive’s choice and Executive has had adequate opportunity to do so; (d) Executive fully understands the final and binding effect of this Agreement; the only promises made to Executive to sign this Agreement are those stated in the Employment Agreement and herein; and Executive is signing this Agreement voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this Agreement; and (e) Executive has received all leaves (paid and unpaid) to which Executive was entitled during his employment with the Employer and, other than any sums owed to Executive pursuant to Section 5.2 of the Employment Agreement or any vested sums owed to Executive but deferred pursuant to any qualified or nonqualified deferred compensation plan (including but not limited to the Employer’s 401(k) cash or deferred arrangement and the Employer’s Executive Deferred Compensation Plan), Executive has received all wages, bonuses, compensation, and other sums that Executive has been owed or ever could be owed by the Released Parties.

Executive’s Acknowledgments and Representations. By executing and delivering this AgreementRelease, Executive acknowledges that: (a) Executive has carefully read this AgreementRelease; (b) Executive has had at least twenty-one (21) days to consider this Agreement Release before the execution and delivery hereof to the EmployerCompany pursuant to Section 2 of the Agreement; (c) Executive has been been, and hereby is is, advised in writing to discuss this Agreement Release with an attorney of Executive’s choice and Executive has had adequate opportunity to do so; (d) Executive is receiving, pursuant to the Release, consideration in addition to anything of value to which he is already entitled; (e) Executive fully understands the final and binding effect of this AgreementRelease; the only promises made to Executive to sign this Agreement Release are those stated in the Employment Agreement and herein; and Executive is signing this Agreement Release voluntarily and of Executive’s own free will, and that Executive understands and agrees to each of the terms of this AgreementRelease; and (ef) Executive has received all leaves (paid and unpaid) to which Executive was entitled during his employment with the Employer and, other than (i) any sums owed to Executive pursuant to Section 5.2 2 of the Employment Agreement or Agreement, (ii) any vested sums owed to Executive but deferred pursuant to any qualified or nonqualified deferred compensation plan (including but not limited to the Employer’s 401(k) cash or deferred arrangement and the Employer’s Executive Deferred Compensation EDC Plan), (iii) any amounts with respect to the outstanding RSU awards, (iv) any unpaid Base Salary that Executive may be owed for the pay period in which the Separation Date occurs or (v) claims in the ordinary course under the Company’s group health plan, Executive has received all wages, bonuses, severance, long or short-term incentive compensation, and all other compensation and sums that Executive has been owed or ever could be owed by any Employer Party. The Company acknowledges that Executive is a participant in the Released PartiesEmployer’s tax-qualified retirement plan and the Employer’s EDC Plan and that the effect of the termination of Executive’s employment on his rights (including the time of payment of any benefits) and obligations under said plans shall be governed and determined by the terms of such respective plans, and that this Release does not constitute a release, waiver or modification of any of Executive’s right or benefits under any of such plans.