Common use of TERMINATION AGREEMENT AND RELEASE Clause in Contracts

TERMINATION AGREEMENT AND RELEASE. The payment to the Executive under Section 4 shall be conditioned upon the Executive’s execution of an agreement not to disparage the Company or its successor organization, or otherwise take any action that could reasonably be expected to adversely affect the reputation of the Company or its successor organization, and generally to release and waive claims against the Company or its successor organization, such agreement to be in a form satisfactory to the Company or its successor organization in its sole discretion, within ten (10) business days of the Executive’s date of termination, or within such longer period required by law for enforceability of the agreement and release. The payment under Section 4 of this Agreement shall not become due until such time as the Executive has executed the agreement and release referred to in the previous sentence. In addition, the Executive’s right to payment under this Agreement shall cease upon the Executive’s rescission or material breach of the agreement.