PERSONAL AND CONFIDENTIAL. Xx. Xxx Xxxxxxxx November 7, 2007 Page 8 of 11
PERSONAL AND CONFIDENTIAL number of then-outstanding Restricted Stock Units held by the Participant as of the date of record for such dividend multiplied by (B) the per share cash dividend amount, divided by (2) the closing stock price of Common Stock on the NYSE Composite Tape on the date of record for such dividend. Such additional Restricted Stock Units will be subject to the same vesting conditions and restrictions as the underlying Restricted Stock Units to which they relate and shall be subject to all the terms and conditions of this Agreement and the Plan. The Restricted Stock Units and the Participant’s rights under this Agreement may not be sold, assigned, transferred, pledged or otherwise encumbered. Nothing contained in this Agreement or in the Plan shall confer upon the Participant any right to continue in the employment of, or remain in the service of, Valvoline or any of its Subsidiaries. Information about the Participant and the Participant’s participation in the Plan may be collected, recorded and held, used and disclosed by and among Valvoline, its Subsidiaries and any third party Plan administrators as necessary for the purpose of managing and administering the Plan. The Participant understands that such processing of this information may need to be carried out by Valvoline, its affiliates and Subsidiaries and by third party administrators whether such persons are located within the Participant’s country or elsewhere, including the United States of America. By accepting this Award, the Participant consents to the processing of information relating to the Participant and the Participant’s participation in the Plan in any one or more of the ways referred to above. The Participant consents and agrees to electronic delivery of any documents that Valvoline may elect to deliver (including, but not limited to, prospectuses, prospectus supplements, grant or award notifications and agreements, account statements, annual and quarterly reports, and all other forms of communications) in connection with this and any other award made or offered under the Plan. The Participant understands that, unless earlier revoked by the Participant by giving written notice to Valvoline at 000 Xxxxxxxxx Xxx, Xxxxxxxxx, XX 00000, Attention: Stock Plan Administrator, this consent shall be effective for the duration of the Award. The Participant also understands that the Participant shall have the right at any time to request that Valvoline deliver written copies of any and all materials referre...
PERSONAL AND CONFIDENTIAL. Xxx X. Xxxxxx, Ph.D. #### ## ######## ###### ############ ## ##### Dear Xxx: This letter provides notice to you that effective today, November 28, 2016 (the “Separation Date”) your employment with Assembly Biosciences, Inc. (the “Company”) is terminating without Cause, as such term is defined in your July 11, 2014 Employment Agreement (the “Employment Agreement”). The Company thanks you for your contributions and wishes you well in your future endeavors. This letter also sets forth the terms of the general release of claims agreement between you and the Company (this “Agreement”) referenced in Section 9(b) of the Employment Agreement and you acknowledge that this Agreement becoming effective is a condition of your right to receive the Separation Benefits defined in such Section 9(b). Finally, this Agreement offers you additional benefits beyond the Separation Benefits in return for you providing transition and consulting services to the Company, as described in more detail below. You agree that such benefits set forth in Sections 2 and 3 below, to the extent that the specified conditions have been satisfied, are due solely from the Company and that the Company’s affiliated professional employer organization, Insperity PEO Services, L.P. (“Insperity”), has no independent obligation to provide such benefits, even though payment of them may be processed through Insperity. Regardless of whether you enter into this Agreement, you shall be entitled to the Accrued Benefits as defined in Section 9(a) of the Employment Agreement. Also regardless of whether you enter into this Agreement, you will remain bound by your continuing obligations to the Company under your February 22, 2016 Proprietary Information and Inventions Agreement (the “PIIA”) and the Employment Agreement (the “Continuing Obligations”). Such Continuing Obligations include, without limitation, your confidentiality obligations, return of property obligations, non-competition obligations, and non-solicitation obligations. The remainder of this letter sets forth the terms of the Agreement. You acknowledge that you are entering into this Agreement knowingly and voluntarily. With those understandings, you and the Company agree as follows:
PERSONAL AND CONFIDENTIAL. December 15, 2006
PERSONAL AND CONFIDENTIAL. Xx. Xxx Xxxxxx-Xxxxx, Chief Executive Officer Clearmind Medicine Inc. 000 – 0000 Xxxx 0xx Xxxxxx Vancouver, British Columbia V6H1A5
PERSONAL AND CONFIDENTIAL. The Board of Directors The Newhall Land and Farming Company and Newhall Management Corporation 00000 Xxxxxxxx Xxxxxxxxx Xxxxxxxx, Xxxxxxxxxx 00000 Re: Resignation Dear Ladies and Gentlemen: I hereby tender to you my resignation of employment along with my resignation of all positions that I hold effective the close of business on ____________. Should you need me to sign any additional documents or paperwork to cause the foregoing to be completed, I will be happy to do so. This Addendum to the Retention Agreement of Xxxxxx X. Xxxx ("Agreement") is made and entered into this ____ day of _____________ by and between Xxxxxx X. Xxxx ("Employee"), and The Newhall Land and Farming Company (a California Limited Partnership) ("Company") and by this reference the Agreement is incorporated herein. Employee and the Company are hereinafter sometimes referred to collectively as "the Parties." This agreement ("Mutual General Releases") is made for the purpose of settling and compromising all of the claims, disputes and controversies between the Parties arising from any cause whatsoever on or prior to the date of Employee's execution of the Mutual General Releases. So as to avoid any doubt, the mutual releases contained herein, do not in any manner amend the terms of, or affect the Company's obligations, under that certain amended Indemnification Agreement dated November 14, 1990 between Employee and the Company.
PERSONAL AND CONFIDENTIAL and agree that this language constitutes a written amendment as specified in and required by Section. 20 of the Executive Employment Agreement dated March 3, 2006. I agree that during the remainder of my employment and for a period of two (2) years following the termination of my employment, that I will not, on behalf of myself or any other person, firm, company, business or other legal entity, solicit, contact, call upon, initiate communications with or attempt to initiate communications with any customer of the Company for the purpose of selling or providing products similar to or competitive with those manufactured by the Company. This paragraph supercedes Section. 12 of the Executive Employment Agreement dated March 3, 2006, which will otherwise remain in full force and effect. I acknowledge and agree that this language constitutes a written amendment as specified in and required by Section. 20 of the Executive Employment Agreement dated March 3, 2006. I agree that the Secrecy Agreement and the Invention Assignment and Confidentiality Agreement signed by me on April 19, 2006 (the Agreements), and the accompanying letter to me (the “Letter”) to this Waiver and Release dated January 16, 2007, are incorporated herein by reference and that I understand that my obligations under the Agreements remain in full force and effect. I agree that I shall not for any reason whatsoever and whether directly or indirectly, either alone or jointly with any person, firm or corporation at any time, in any way, make disparaging statements about the Company or any of its related entities, their products, services or employees to any person, entity, vendor, contractor, subcontractor, competitor, customer or potential customer of the Company. I agree that at the request of Cxxxxx or any of its related entities that I shall assist the Company in any threatened or actual litigation concerning the Company or any of its related entities, where I have in my possession or knowledge any facts or other matters which the Company reasonably considers is relevant to such legal proceedings (among other things, giving statements/affidavits, meeting with the Company’s legal and other professional advisers, attending any legal hearing, and giving evidence during my salary continuation period. I further agree that the Company will reimburse me for reasonable expenses properly incurred by me in giving such assistance and if such assistance is required after the completion of my salary continu...
PERSONAL AND CONFIDENTIAL. Xx. Xxxxx X. Johnson 00 Xxxx 00xx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 Dear Xxxxx: This letter, when signed by you, shall constitute our agreement with respect to your employment with us (“Company”).
PERSONAL AND CONFIDENTIAL. Re: Separation Agreement and General Release of Claims
PERSONAL AND CONFIDENTIAL. Xxxx X. Xxxxxxx 0 Xxxxxxxxx Xx. Wellesley, MA 02481 Dear Xxxx, The purpose of this letter agreement (the “Agreement”) is to confirm the terms regarding your separation of employment with Xxxxx OpCo, Inc. (the “Company”) as set forth herein and in that certain employment agreement dated June 24, 2015 (the “Employment Agreement”) between you and the Company. You understand and agree that wherever the term “Company” is used in this Agreement it shall refer to Company, its divisions, parent, affiliates, subsidiaries and related entities, and its and their respective officers, directors, employees, agents, representatives, successors and assigns. As more fully set forth below, Company desires to provide you with severance pay as outlined in the Employment Agreement in exchange for certain agreements by you.
