Legal Releases. (a) In consideration of the Transition Benefit and the Company's other covenants and agreements contained herein, Executive, on his own behalf and on behalf of his heirs, personal representatives, executors, administrators and assigns, knowingly and voluntarily releases and forever discharges the Company and its affiliates and any of their respective parents, subsidiaries and affiliates, together with all of their respective past and present directors, members, managers, officers, shareholders, partners, employees, agents, attorneys and servants, and each of their affiliates, predecessors, successors and assigns (collectively, the "COMPANY RELEASEES") from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against them Executive or his heirs, executors, administrators, or assigns ever had, now have, or may hereafter claim to have against any of the Company Releasees by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereof, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body. This release includes, without limitation, any rights or claims relating in any way to Executive's employment relationship with the Company or any of the Company Releasees, or his separation therefrom, or arising under any statute or regulation, including Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, Age Discrimination in Employment Act of 1967 ("ADEA"), the Americans with Disabilities Act of 1990, the Employee Retirement Income Security Act of 1974, and the Family Medical Leave Act of 1993, each as amended, or any other federal, state or local law, regulation, ordinance, or common law, or under any policy, agreement, understanding or promise, written or oral, formal or informal, between Executive and the Company or any of the Company Releasees; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental Release, Executive's release shall not extend to (i) any rights arising under the Transition Agreement; (ii) any rights arising under any grant, plan or agreement pursuant to which Executive was awarded the stock and options reflected Exhibit B to the Transition Agreement, the provisions of which are incorporated by this reference to the extent not inconsistent with this Supplemental Release; (iii) any benefits or claims for benefits under any Welfare Benefit Plans (as defined in the Transition Agreement) accrued as of the date hereof; and (iv) any rights arising under COBRA. Executive represents that he has not commenced or joined in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees arising out of or relating to any of the matters released in this Paragraph 2(a). Executive further agrees that he will not seek or be entitled to any personal recovery in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees for any of the matters released in this Paragraph 2(a). (b) In consideration of Executive's release set forth in Paragraph 2(a), above, and Executive's other covenants and agreements contained herein, the Company and its affiliates hereby forever release and discharge Executive and his heirs, executors, administrators and assigns from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against Executive or his heirs, executors, administrators, or assigns the Company or any of its affiliates ever had, now have, or may hereafter claim to have by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereof, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental Release, the Company's release shall not extend to any rights arising under the Transition Agreement or to any claim against Executive arising from: (i) Executive's knowing and intentional commission of a felony crime involving fraud and relating to his employment with the Company; (ii) a breach of fiduciary duty relating to Executive's employment with the Company that renders Executive ineligible for indemnification pursuant to paragraph 13 of the Transition Agreement; or (iii) Executive's knowing and intentional violation of any federal or state law regulating xxxxxxx xxxxxxx relating to his employment with the Company. The Company represents that neither it nor any of its affiliates has commenced or joined in any claim, charge, action or proceeding whatsoever against Executive arising out of or relating to any of the matters released in this Paragraph 2(b). The Company further agrees that neither it nor any of its affiliates will seek or be entitled to any recovery in any claim, charge, action or proceeding whatsoever against Executive for any of the matters released in this Paragraph 2(b). (c) In order to provide a full and complete release, each of the Parties understands and agrees that this Supplemental Release is intended to include all claims, if any, covered under this Paragraph 2 that such Party may have and not now know or suspect to exist in his or its favor against any other Party and that this Supplemental Release extinguishes such claims. Thus, each of the Parties expressly waives all rights under any statute or common law principle in any jurisdiction that provides, in effect, that a general release does not extend to claims which the releasing party does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the party being released. (d) Executive acknowledges that he consulted with an attorney of his choosing before signing this the Transition Agreement and this Supplemental Release, and that the Company provided him with no fewer than twenty-one (21) days during which to consider the provisions of the Transition Agreement and this Supplemental Release and, specifically the release set forth at Paragraph 2(a), above, although Executive may sign and return the Supplemental Release sooner if he so chooses. Executive further acknowledges that he has the right to revoke this Supplemental Release for a period of seven (7) days after signing it and that this Supplemental Release shall not become effective until such seven (7)-day period has expired (the "FINAL EFFECTIVE DATE"). Executive acknowledges and agrees that if he wishes to revoke this Supplemental Release, he must do so in writing, and that such revocation must be signed by the Executive and received by the Company in care of its Chief Operating Officer no later than 5 p.m. (Mountain Time) on the seventh (7th) day after Executive has signed this Supplemental Release. Executive acknowledges and agrees that, in the event that he revokes this Supplemental Release, he shall have no right to receive the Transition Benefit. Executive represents that he has read this Supplemental Release, including the release set forth in Paragraph 2(a), above, affirms that this Supplemental Release and the Transition Agreement provide him with benefits to which he would not otherwise be entitled, and understands its terms and that he enters into this Supplemental Release freely, voluntarily, and without coercion.
Appears in 1 contract
Legal Releases. (a) In consideration of the Transition Severance Benefit and the Company's ’s other covenants and agreements contained herein, Executive, on his own behalf and on behalf of his heirs, personal representatives, executors, administrators and assigns, knowingly and voluntarily releases and forever discharges the Company and its affiliates and any of their respective parents, subsidiaries and affiliates, together with all of their respective past and present directors, members, managers, officers, shareholders, partners, employees, agents, attorneys and servants, and each of their affiliates, predecessors, successors and assigns (collectively, the "COMPANY RELEASEES"“Company Releasees”) from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against them Executive or his heirs, executors, administrators, or assigns ever had, now have, or may hereafter claim to have against any of the Company Releasees by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereof, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body. This release includes, without limitation, any rights or claims relating in any way to Executive's ’s employment relationship with the Company or any of the Company Releasees, or his separation therefrom, or arising under any statute or regulation, including Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, Age Discrimination in Employment Act of 1967 ("“ADEA"”), the Americans with Disabilities Act of 1990, the Employee Retirement Income Security Act of 1974, and the Family Medical Leave Act of 1993, each as amended, or any other federal, state or local law, regulation, ordinance, or common law, or under any policy, agreement, understanding or promise, written or oral, formal or informal, between Executive and the Company or any of the Company Releasees; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental Release, Executive's ’s release shall not extend to (i) any rights arising under the Transition Agreement; (ii) any rights arising under any grant, plan or agreement pursuant to which the Company granted Executive was awarded any of the stock Retention and options reflected Exhibit B to Incentive Awards (as defined in the Transition Agreement), the provisions of which are incorporated by this reference to the extent not inconsistent with this Supplemental Release; (iii) any benefits or claims for benefits under any with respect to the Welfare Benefit Plans Benefits (as defined in the Transition Agreement) accrued as of the date hereof; and (iv) any rights arising under COBRA. Executive represents that he has not commenced or joined in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees arising out of or relating to any of the matters released in this Paragraph 2(a). Executive further agrees that he will not seek or be entitled to any personal recovery in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees for any of the matters released in this Paragraph 2(a).
(b) In consideration of Executive's ’s release set forth in Paragraph 2(a), above, and Executive's ’s other covenants and agreements contained herein, the Company, on its behalf and on behalf of all Company and its affiliates Releasees, hereby forever release releases and discharge discharges Executive and his heirs, executors, administrators and assigns from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against Executive or his heirs, executors, administrators, or assigns the Company or any of its affiliates Company Releasee ever had, now have, or may hereafter claim to have by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereof, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental Release, the Company's release under this Section 2(b) shall not extend to any rights arising under the Transition Agreement or to any claim against Executive arising from: (i) Executive's ’s knowing and intentional commission of a felony crime involving fraud and relating to his employment with the Company; (ii) a breach of fiduciary duty relating to Executive's ’s employment with the Company that renders Executive ineligible for indemnification pursuant to paragraph 13 Section 11 of the Transition Agreement; or (iii) Executive's ’s knowing and intentional violation of any federal or state law regulating xxxxxxx ixxxxxx xxxxxxx relating to his employment with the Company. The Company represents that neither it nor any of its affiliates Company Releasee has commenced or joined in any claim, charge, action or proceeding whatsoever against Executive arising out of or relating to any of the matters released in this Paragraph 2(b). The Company further agrees that neither it nor any of its affiliates Company Releasee will seek or be entitled to any recovery in any claim, charge, action or proceeding whatsoever against Executive for any of the matters released in this Paragraph 2(b).
(c) In order to provide a full and complete release, each of the Parties understands and agrees that this Supplemental Release is intended to include all claims, if any, covered under this Paragraph 2 that such Party may have and not now know or suspect to exist in his or its favor against any other Party and that this Supplemental Release extinguishes such claims. Thus, each of the Parties expressly waives all rights under any statute or common law principle in any jurisdiction that provides, in effect, that a general release does not extend to claims which the releasing party does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the party being released.
(d) Executive acknowledges that he consulted with an attorney of his choosing before signing this the Transition Agreement and this Supplemental Release, and that the Company provided him with no fewer than twenty-one (21) days during which to consider the provisions of the Transition Agreement and this Supplemental Release and, specifically the release set forth at Paragraph 2(a), above, although Executive may sign and return the Supplemental Release sooner if he so chooses. Executive further acknowledges that he has the right to revoke this Supplemental Release for a period of seven (7) days after signing it and that this Supplemental Release shall not become effective until such seven (7)-day period has expired (the "FINAL EFFECTIVE DATE"“Final Effective Date”). Executive acknowledges and agrees that if he wishes to revoke this Supplemental Release, he must do so in writing, and that such revocation must be signed by the Executive and received by the Company in care of its Chief Operating Officer no later than 5 p.m. (Mountain Time) on the seventh (7th) day after Executive has signed this Supplemental Release. Executive acknowledges and agrees that, in the event that he revokes this Supplemental Release, he shall have no right to receive the Transition Severance Benefit. Executive represents that he has read this Supplemental Release, including the release set forth in Paragraph 2(a), above, affirms that this Supplemental Release and the Transition Agreement provide him with benefits to which he would not otherwise be entitled, and understands its terms and that he enters into this Supplemental Release freely, voluntarily, and without coercion.
Appears in 1 contract
Legal Releases. (a) In consideration of the Transition Benefit and the Company's other covenants and agreements contained herein, Executive, on his own behalf and on behalf of his heirs, personal representatives, executors, administrators and assigns, knowingly and voluntarily releases and forever discharges the Company and its affiliates and any of their respective parents, subsidiaries and affiliates, together with all of their respective past and present directors, members, managers, officers, shareholders, partners, employees, agents, attorneys and servants, and each of their affiliates, predecessors, successors and assigns (collectively, the "COMPANY RELEASEES") from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against them that Executive or his heirs, executors, administrators, or assigns ever had, now have, or may hereafter claim to have against any of the Company Releasees by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereof, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body. This release includes, without limitation, any rights or claims relating in any way to Executive's employment relationship with the Company or any of the Company Releasees, or his separation therefrom, or arising under any statute or regulation, including Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, Age Discrimination in Employment Act of 1967 ("ADEA"), the Americans with Disabilities Act of 1990, the Employee Retirement Income Security Act of 1974, and the Family Medical Leave Act of 1993, each as amended, or any other federal, state or local law, regulation, ordinance, or common law, or under any policy, agreement, understanding or promise, written or oral, formal or informal, between Executive and the Company or any of the Company Releasees; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental ReleaseAgreement, Executive's release shall not extend to to: (i) any rights arising under the Transition this Agreement; (ii) any rights arising under any grant, plan or agreement pursuant to which Executive was awarded the stock and stock options reflected Exhibit B to the Transition Agreementhereto, the provisions of which are incorporated by this reference to the extent not inconsistent with this Supplemental ReleaseAgreement; (iii) any unpaid salary or accrued vacation, reimbursement for any previously incurred expenses in accordance with the Company's policies in effect on the date hereof, or any benefits or claims for benefits under any Welfare Benefit Plans (as defined in the Transition Agreement) accrued as of the date hereof; and (iv) any rights arising under COBRA. Executive represents that he has not commenced or joined in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees arising out of or relating to any of the matters released in this Paragraph 2(a). this
(a) Executive further agrees that he will not seek or be entitled to any personal recovery in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees for any of the matters released in this Paragraph 2(a9(a).
(b) In consideration of Executive's release set forth in Paragraph 2(a9(a), above, and Executive's other covenants and agreements contained herein, the Company and its affiliates hereby forever release and discharge Executive and his heirs, executors, administrators and assigns from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against Executive or his heirs, executors, administrators, or assigns the Company or any of its affiliates ever had, now have, or may hereafter claim to have by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereof, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental ReleaseAgreement, the Company's release shall not extend to any rights arising under the Transition this Agreement or to any claim against Executive arising from: (i) Executive's knowing and intentional commission of a felony crime involving fraud and relating to his employment with the Company; (ii) a breach of fiduciary duty relating to Executive's employment with the Company that renders Executive ineligible for indemnification pursuant to paragraph 13 of the Transition this Agreement; or (iii) Executive's knowing and intentional violation of any federal or state law regulating xxxxxxx xxxxxxx relating to his employment with the Company. The Company represents that neither it nor any of its affiliates has commenced or joined in any claim, charge, action or proceeding whatsoever against Executive arising out of or relating to any of the matters released in this Paragraph 2(b9(b). The Company further agrees that neither it nor any of its affiliates will seek or be entitled to any recovery in any claim, charge, action or proceeding whatsoever against Executive for any of the matters released in this Paragraph 2(b9(b).
(c) In order to provide a full and complete release, each of the Parties understands and agrees that this Supplemental Release Agreement is intended to include all claims, if any, covered under this Paragraph 2 9 that such Party may have and not now know or suspect to exist in his or its favor against any other Party and that this Supplemental Release Agreement extinguishes such claims. Thus, each of the Parties expressly waives all rights under any statute or common law principle in any jurisdiction that provides, in effect, that a general release does not extend to claims which the releasing party does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the party being released.
(d) Executive acknowledges that he consulted with an attorney of his choosing before signing this the Transition Agreement and this Supplemental Release, and that the Company provided him with no fewer than twenty-one (21) days during which to consider the provisions of the Transition Agreement and this Supplemental Release and, specifically the release set forth at Paragraph 2(a), above, although Executive may sign and return the Supplemental Release sooner if he so chooses. Executive further acknowledges that he has the right to revoke this Supplemental Release for a period of seven (7) days after signing it and that this Supplemental Release shall not become effective until such seven (7)-day period has expired (the "FINAL EFFECTIVE DATE"). Executive acknowledges and agrees that if he wishes to revoke this Supplemental Release, he must do so in writing, and that such revocation must be signed by the Executive and received by the Company in care of its Chief Operating Officer no later than 5 p.m. (Mountain Time) on the seventh (7th) day after Executive has signed this Supplemental Release. Executive acknowledges and agrees that, in the event that he revokes this Supplemental Release, he shall have no right to receive the Transition Benefit. Executive represents that he has read this Supplemental Release, including the release set forth in Paragraph 2(a), above, affirms that this Supplemental Release and the Transition Agreement provide him with benefits to which he would not otherwise be entitled, and understands its terms and that he enters into this Supplemental Release freely, voluntarily, and without coercion.
Appears in 1 contract
Legal Releases. (a) In consideration of the Transition Benefit and the Company's other covenants and agreements contained herein, Executive, on his own behalf and on behalf of his heirs, personal representatives, executors, administrators and assigns, knowingly and voluntarily releases and forever discharges the Company and its affiliates and any of their respective parentsits parent companies, subsidiaries and or affiliates, together with all of their respective past and present directors, members, managers, officers, shareholders, trustees, partners, employees, agents, attorneys and servants, and each of their affiliates, predecessors, successors and assigns (collectively, the "COMPANY RELEASEES"“Company Releasees”) from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against them that Executive or his heirs, executors, administrators, or assigns ever had, now have, or may hereafter claim to have against any of the Company Releasees by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereofEffective Date, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body. This release includes, without limitation, any rights or claims relating in any way to Executive's ’s employment relationship with the Company or any of the Company Releasees, or his separation resignation therefrom, or arising under any statute or regulation, including Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, Age Discrimination in Employment Act of 1967 ("“ADEA"”), the Americans with Disabilities Act of 1990, the Employee Executive Retirement Income Security Act of 1974, and the Family Medical Leave Act of 1993, each as amended, or any other federal, state or local law, regulation, ordinance, or common law, or under any policy, agreement, understanding or promise, written or oral, formal or informal, between Executive and the Company or any of the Company Releasees, as well as any rights relating to any Company stock or other equity-related incentive that had not vested by its own terms as of the Effective Date; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental ReleaseAgreement, Executive's the release set forth in this Section 12(a) shall not extend to (i) any rights arising under the Transition or recognized by this Agreement; (ii) any rights arising under any grant, plan Section 10 of the Employment Agreement; or agreement pursuant to which Executive was awarded the stock and options reflected Exhibit B to the Transition Agreement, the provisions of which are incorporated by this reference to the extent not inconsistent with this Supplemental Release; (iii) any benefits claim or claims for benefits under any Welfare Benefit Plans (as defined in that the Transition Agreement) accrued Executive may have against the Company as of the date hereof; and (iv) any rights arising under COBRA. Executive represents that Effective Date of which he has is not commenced or joined in any claim, charge, action or proceeding whatsoever against the Company or any aware as of the Company Releasees arising out Effective Date because of or relating to any of willful concealment by the matters released in this Paragraph 2(a)Company. Executive further agrees that he will not seek or be entitled to any personal recovery in any claim, charge, action or proceeding whatsoever against the Company or any of the Company Releasees for any of the matters released in this Paragraph 2(aSection 12(a). Executive represents and warrants that as of the Effective Date he has no knowledge of any fact willfully concealed from him by the Company within the meaning of this Section 12(a).
(b) In consideration The Company, on its own behalf and on behalf of Executive's release set forth in Paragraph 2(a)its current and past parents, abovesubsidiaries and affiliates and each of their predecessors, successors and Executive's other covenants assigns, knowingly and agreements contained herein, the Company voluntarily releases and its affiliates hereby forever release and discharge discharges Executive and his heirs, personal representatives, executors, administrators and assigns assigns, (collectively, the “Executive Releasees”) from any and all claims, charges, complaints, promises, agreements, controversies, liens, demands, causes of action, obligations, damages and liabilities of any nature whatsoever, known or unknown, suspected or unsuspected, which against Executive or his heirsthat the Company, executorsits current and past parents, administratorssubsidiaries and affiliates and each of their predecessors, or successors and assigns the Company or any of its affiliates ever had, now have, or may hereafter claim to have against any of the Executive Releasees by reason of any matter, cause or thing whatsoever from the beginning of time through the date hereofEffective Date, whether or not previously asserted before any state or federal court, agency or governmental entity or any arbitral body. This release includes, without limitation, any rights or claims relating in any way to Executive’s employment relationship with the Company, or his separation therefrom, or arising under any statute or regulation, or any other federal, state or local law, regulation, ordinance, or common law, or under any policy, agreement, understanding or promise, written or oral, formal or informal, between Executive and the Company; provided, however, that notwithstanding the foregoing or anything else contained in this Supplemental ReleaseAgreement, the Company's release set forth in this Section 12(b) shall not extend to to: (i) any rights arising under the Transition Agreement or to any claim against Executive arising from: (i) Executive's knowing and intentional commission of a felony crime involving fraud and relating to his employment with the Companythis Agreement; (ii) a breach of fiduciary duty or other misconduct relating to Executive's ’s employment with the Company that renders Executive ineligible for indemnification pursuant to paragraph 13 Section 10 of the Transition Employment Agreement; or (iii) any claim or claims that the Company may have against Executive as of the Effective Date of which it is not aware as of the Effective Date because of willful concealment by Executive's knowing and intentional violation of any federal or state law regulating xxxxxxx xxxxxxx relating to his employment with the Company. The Company Company, on its own behalf and on behalf of its current and past parents and subsidiaries, and each of their predecessors, successors and assigns, represents that neither it nor any of its affiliates has not commenced or joined in any claim, charge, action or proceeding whatsoever against Executive arising out of or relating to any of the matters released in this Paragraph 2(bSection 12(b). The Company Company, on its own behalf and on behalf of its current and past parents and subsidiaries, and each of their predecessors, successors and assigns, further agrees that neither it nor any of its affiliates will not seek or be entitled to any personal recovery in any claim, charge, action or proceeding whatsoever against Executive for any of the matters released in this Paragraph 2(bSection 12(b). The Company represents and warrants that as of the Effective Date it has no knowledge of any fact willfully concealed from it by the Executive within the meaning of this Section 12(b), or any breach of fiduciary duty by Executive or other misconduct by Executive relating to Executive’s employment with the Company that renders Executive ineligible for indemnification pursuant to Section 10 of the Employment Agreement.
(c) In order to provide a full and complete release, each of the Parties understands and agrees that this Supplemental Release Agreement is intended to include all claims, if any, covered under this Paragraph 2 Section 12 that such Party may have and not now know or suspect to exist in his or its favor against any other Party and that this Supplemental Release Agreement extinguishes such claims. Thus, each of the Parties expressly waives all rights under any statute or common law principle in any jurisdiction that provides, in effect, that a general release does not extend to claims which the releasing party does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the party being released.
(d) Executive agrees and acknowledges that he consulted with an attorney of his choosing before signing he: (i) understands the language used in this the Transition Agreement and the Agreement’s legal effect; (ii) will receive compensation under this Supplemental Release, and that the Company provided him with no fewer than twenty-one (21) days during which to consider the provisions of the Transition Agreement and this Supplemental Release and, specifically the release set forth at Paragraph 2(a), above, although Executive may sign and return the Supplemental Release sooner if he so chooses. Executive further acknowledges that he has the right to revoke this Supplemental Release for a period of seven (7) days after signing it and that this Supplemental Release shall not become effective until such seven (7)-day period has expired (the "FINAL EFFECTIVE DATE"). Executive acknowledges and agrees that if he wishes to revoke this Supplemental Release, he must do so in writing, and that such revocation must be signed by the Executive and received by the Company in care of its Chief Operating Officer no later than 5 p.m. (Mountain Time) on the seventh (7th) day after Executive has signed this Supplemental Release. Executive acknowledges and agrees that, in the event that he revokes this Supplemental Release, he shall have no right to receive the Transition Benefit. Executive represents that he has read this Supplemental Release, including the release set forth in Paragraph 2(a), above, affirms that this Supplemental Release and the Transition Agreement provide him with benefits to which he would not otherwise have been entitled without signing this Agreement; (iii) has been advised by the Company to consult with an attorney before signing this Agreement; and (iv) will be entitledgiven up to twenty one (21) calendar days to consider whether to sign this Agreement. For a period of seven days after the Effective Date, Executive may, in his sole discretion, rescind this Agreement, by delivering a written notice of rescission to Jxxx Xxxxxx. If Executive rescinds this Agreement within seven calendar days after the Effective Date, this Agreement shall be void, all actions taken pursuant to this Agreement shall be reversed, and understands neither this Agreement nor the fact of or circumstances surrounding its terms execution shall be admissible for any purpose whatsoever in any proceeding between the parties, except in connection with a claim or defense involving the validity or effective rescission of this Agreement. If Executive does not rescind this Agreement within seven calendar days after the Effective Date, this Agreement shall become final and that he enters into this Supplemental Release freely, voluntarily, binding and without coercionshall be irrevocable.
Appears in 1 contract
