Common use of Time for Consideration; Effective Date Clause in Contracts

Time for Consideration; Effective Date. You were given the opportunity to consider the October 29 Proposal for twenty-one (21) days before signing it, i.e., until November 19, 2014. You proposed material modifications to the October 29 Proposal. The Company proposed this Agreement in response. You acknowledge that such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on or before November 19, 2014. If you sign this Agreement before November 19, 2014, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity to consider this Agreement to and including November 19, 2014. For the period of seven (7) days from the date when this Agreement becomes fully executed, you have the right to revoke this Agreement by written notice to Xx. Xxxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx at or before the expiration of the seven (7) day revocation period. This Agreement shall not become effective or enforceable during the revocation period. This Agreement shall become effective on the first business day following the expiration of the revocation period (the “Effective Date”). Xx. Xxxxx Xxxxxxx November 18, 2014 Please indicate your agreement to the terms of this Agreement by signing and returning to Xx. Xxxx the original or PDF copy of this letter within the time period set forth above. Very truly yours, ANIKA THERAPEUTICS, INC. By: /s/ Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx November 18, 2014 Xxxxxxx X. Xxxxxxxx, Ph.D. Date Chief Executive Officer I agree to the terms of this Agreement and to abide by its terms in exchange for the continuation of my employment on the terms set forth above: /s/ Xxxxx Xxxxxxx November 18, 2014 Xxxxx Xxxxxxx Date

Appears in 1 contract

Samples: Restricted Stock Agreement (Anika Therapeutics, Inc.)

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Time for Consideration; Effective Date. You were understand that you have been given the opportunity opportunity, if so desired, to consider the October 29 Proposal this Separation Notice and Agreement for up to twenty-one (21) days before signing deciding whether to sign it, i.e., until November 19, 2014. You proposed material modifications to If you signed this Separation Notice and Agreement before the October 29 Proposal. The Company proposed this Agreement in response. You acknowledge expiration of that such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on or before November 19, 2014. If you sign this Agreement before November 19, 2014, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity to consider this Agreement to and including November 19, 2014agreement for the entire twenty-one (21) day period. For the a period of seven (7) days from the date when of the execution of this Agreement becomes fully executedSeparation Notice and Agreement, you have will retain the right to revoke this Agreement by written notice to Xx. Xxxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx at or the undersigned before the expiration of the seven (7) day revocation such period. This , and you understand that this Separation Notice and Agreement shall not become effective or enforceable during the revocation period. This Agreement shall become effective on the first business day following until the expiration of the such revocation period (the “Effective Date”). XxIf you violate any of the provisions of this Separation Notice and Agreement during the time that you are considering it or may revoke it, this offer will be null and void. Xxxxx Xxxxxxx November 18Cxxxxxxxxxx Xxxxxx August 25, 2014 Please indicate your agreement to the terms of this Agreement by signing and returning to Xx. Xxxx me the original or PDF copy of this letter within the time period set forth aboveletter. Very truly yours, ANIKA THERAPEUTICS, BRIGHTCOVE INC. By: /s/ Dxxxx Xxxxxxx Name: Dxxxx Xxxxxxx Date: 8/25/14 You are advised to consult with an attorney before signing this Agreement. The foregoing is agreed to and accepted by: By: /s/ Cxxxxxxxxxx Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx November 18Name: Cxxxxxxxxxx Xxxxxx Date: 8/25/14 Cxxxxxxxxxx Xxxxxx August 25, 2014 Xxxxxxx X. XxxxxxxxAppendix A · Non-Qualified Stock Option Agreement dated March 8, Ph.D. Date Chief Executive Officer I agree to the terms of this 2011; · Restricted Stock Unit Agreement dated May 8, 2012; · Restricted Stock Unit Agreement dated May 8, 2012; · Restricted Stock Unit Agreement dated November 16, 2012; · Restricted Stock Unit Agreement dated February 5, 2013; and to abide by its terms in exchange for the continuation of my employment on the terms set forth above: /s/ Xxxxx Xxxxxxx November 18· Incentive Stock Option Agreement dated February 4, 2014 Xxxxx Xxxxxxx Date2014.

Appears in 1 contract

Samples: Restricted Stock Unit Agreement (Brightcove Inc)

Time for Consideration; Effective Date. You were given have the opportunity to consider the October 29 Proposal this Agreement for twenty-one (21) days before signing it, i.e., until November 19, 2014. You proposed material modifications to the October 29 Proposal. The Company proposed this Agreement in response. You acknowledge that such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on undersigned at or before November 19, 2014the expiration of this twenty-one (21) day period. If you sign this Agreement before November 19, 2014within less than twenty-one (21) days of the date of its delivery to you, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity to consider this Agreement to and including November 19, 2014for the entire twenty-one (21) day period. For the period of seven (7) days from the date when this Agreement becomes fully executed, you have the right to revoke this Agreement by written notice to Xx. Xxxxthe undersigned. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx the undersigned at or before the expiration of the seven (7) day revocation period. This Agreement shall not become effective or enforceable during the revocation period. This Agreement shall become effective on the first business day following the expiration of the revocation period (the "Effective Date"). Xx. Xxxxx Xxxxxxx November 18If this letter correctly states the understanding we have reached, 2014 Please please indicate your acceptance by countersigning the enclosed copy and returning it to me. Very truly yours, /s/ Xxxxx Xxxxx ---------------------------------------- Xxxxx Xxxxx Chief Executive Officer iRobot Corporation You are advised to consult with an attorney before signing this Agreement. The foregoing is agreed to and accepted by: /s/ Xxxxxxx X. Xxxxx ------------------------------------- Xxxxxxx X. Xxxxx Date: 1/23/07 EXHIBIT A RELEASE AGREEMENT In consideration of the Company's agreement to provide you with certain separation benefits, as set forth in paragraph 3(a) of the Agreement dated January 23,2007 between you and the Company (the "Agreement"), you and your representatives, agents, estate, heirs, successors and assigns, absolutely and unconditionally hereby release, remise, discharge, indemnify and hold harmless the Company (defined to include the Company and/or any of its parents, subsidiaries or affiliates, predecessors, successors or assigns, and its and their respective current and/or former partners, directors, shareholders/stockholders, officers, employees, attorneys and/or agents, all both individually and in their official capacities), from any and all actions or causes of action, suits, claims, complaints, contracts, liabilities, agreements, promises, contracts, torts, debts, damages, controversies, judgments, rights and demands, whether existing or contingent, known or unknown ("Claims"), which arise out of your employment with, change in employment status with, and/or separation of employment from, the Company. This release is intended by you to be all encompassing and to act as a full and total release of any Claims, whether specifically enumerated herein or not, that you may have or have had against the Company arising from conduct occurring up to and through the date of this Agreement, including, but not limited to, any claims: relating to your employment by the Company or the termination of your employment with the Company; of wrongful discharge; of breach of contract; of retaliation or discrimination under federal, state or local law (including, without limitation, Claims of age discrimination or retaliation under the Age Discrimination in Employment Act, Claims of disability discrimination or retaliation under the Americans with Disabilities Act, and Claims of discrimination or retaliation under Title VII of the Civil Rights Act of 1964); under any other federal or state statute; of defamation or other torts; of violation of public policy; for wages, bonuses, incentive compensation, stock, stock options, vacation pay or any other compensation or benefits; and for damages or other remedies of any sort, including, without limitation, compensatory damages, punitive damages, injunctive relief and attorney's fees; provided, however, that this release shall not affect your vested rights under the Company's Section 401(k) plan or your rights under this Agreement. You agree that you shall not seek or accept damages of any nature, other equitable or legal remedies for your own benefit, attorney's fees, or costs from any of the Releasees with respect to any Claim released by this Agreement. As a material inducement to the Company to enter into this Agreement, you represent that you have not assigned to any third party and you have not filed with any agency or court any Claim released by this Agreement. You understand and agree that the terms of this Agreement by signing are confidential and returning you will not disclose to Xx. Xxxx the original or PDF copy of this letter within the time period set forth above. Very truly yours, ANIKA THERAPEUTICS, INC. By: /s/ Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx November 18, 2014 Xxxxxxx X. Xxxxxxxx, Ph.D. Date Chief Executive Officer I agree to others the terms of this Agreement, except as otherwise permitted by law and with the written consent of the Company, except that you may disclose this information to your immediate family or for purposes of securing professional, financial, tax or legal services, however, prior to that disclosure you will inform such persons that this confidentiality clause is in effect and that they are bound by it as well. You affirm that you have read this Release carefully. You affirm that you have been given at least 21 days to consider all of the terms of this Release, that you have been advised to consult with an attorney prior to executing this Release, and that you fully understand that by signing below you are voluntarily giving up any right which you may have to xxx or bring any other claims against the Released Parties, including any rights and claims under the Age Discrimination in Employment Act. You also understand that you have a period of seven days after signing this Release within which to revoke his agreement, and that neither you nor any other person is obligated to make any payments or provide any other benefits to you pursuant to the Agreement until eight days have passed since your signing of this Release without your signature having been revoked. Finally, you acknowledge that you have not been forced or pressured in any manner whatsoever to sign this Release, and you agree to abide by all of its terms voluntarily. /s/ Xxxxxxx Xxxxx ------------------------------------- Xxxxxxx Xxxxx SUBSCRIBED AND SWORN TO ME THIS 23RD DAY OF JANUARY, 2007. /s/ Xxxxx X. Xxxx ------------------------------------- Notary Public My commission expires: 12/27/2013 (SEAL) EXHIBIT B STOCK POWER FOR VALUE RECEIVED, the undersigned hereby sells, assigns and transfers unto iRobot Corporation, a Delaware corporation (the "Company"), an aggregate of __________ (__) shares of Common Stock, $0.01 par value per share, of the Company, standing in exchange for the continuation of my employment undersigned's name on the terms set forth above: books of the Company, represented by Common Stock Certificate Number(s) __________, and does hereby irrevocably constitute and appoint the Company as his attorney-in-fact to transfer said shares on the books of the Company with full power of substitution in the premises. This Stock Power may be executed by facsimile signature. DATED the _____ day of __________,2007. /s/ Xxxxxxx X. Xxxxx ---------------------------------------- Xxxxxxx November 18X. Xxxxx EXHIBIT C IROBOT CORP. INVENTION, 2014 CONFIDENTIALITY AGREEMENT (MANAGEMENT, TECHNICAL AND MARKETING/SALES) Agreement dated as of the 26 day of March, 2003, by and between iRobot Corp., a Delaware corporation (the "Company") having its principal office at 00 Xxxxx Xxxxxx, Xxxxxxxxxx, XX 00000, and Xxxxxxx DateXxxxx ("Employee"), residing at ** In consideration of employment by the Company, Employee agrees as follows:

Appears in 1 contract

Samples: Irobot Corp

Time for Consideration; Effective Date. You were given have the opportunity to consider the October 29 Proposal this Agreement for up to twenty-one (21) days before signing it, i.e., until November 19, 2014. You proposed material modifications to (the October 29 Proposal. The Company proposed this Agreement in response. You acknowledge that such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014“Consideration Period”). To accept this Agreement, you must return a signed signed, unmodified original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on me at or before November 19, 2014the expiration of the Consideration Period. If you sign this Agreement before November 19, 2014, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity to consider this Agreement to and including November 19, 2014. For the period of You have seven (7) days from the date when day you enter into this Agreement becomes fully executedto revoke it (the “Revocation Period”). To revoke this Agreement, you have the right to revoke this Agreement by must provide a written notice to Xx. Xxxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx at me on or before the expiration last day of the seven (7) day revocation period. This Agreement shall not become effective or enforceable during the revocation periodRevocation Period. This Agreement shall become effective on the first business day following the expiration of the revocation period Revocation Period, provided that you do not revoke it (the “Effective Date”). XxYou acknowledge that you have been advised to discuss all aspects of this Agreement with your attorney. Xxxxx Xxxxxxx November 18, 2014 Please indicate your agreement to the terms of this Agreement by signing and returning to Xx. Xxxx me the this letter (either the original or a PDF copy of this letter is fine) within the time period set forth aboveConsideration Period. Very truly yours, ANIKA THERAPEUTICS, INC. REPLIGEN CORPORATION By: /s/ Xxxx X. Xxxx November 20, 2017 Xxxx X. Xxxx Date President and CEO The foregoing is agreed to and accepted by: /s/ Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx November 1821, 2014 Xxxxxxx X. 2017 Xxxxxx Xxxxxxxx Date Exhibit A Repligen Corporation Participant Holdings Report Date Range: 1/1/1900-11/15/2017 Participant ID Holding Group Grant Number/ Plan/Security Grant Type/ Date Shares Share Grant/ Share Exer. w/ Early- Vested & Cancelled or Opt/SARS Opt/SARS Certificate Grant No. Ref. Granted Holdings Price Exer. Shares/ Earned WHTC Shares Outstanding Exercisable/ Releases/Value RS & DEs RS Awards YFP000188 Options/SARs YFP000188 Options/ SARs 0000000000759 Repligen Corp 2012 Stock Option & Incentive Plan ISO 2/27/2014 3,969 $ 15.910000 1,323.00 3,969 0 2,646 2,646 0000000000841 Repligen Corp 2012 Stock Option & Incentive Plan ISO 2/26/2015 4,280 $ 26.200000 0.00 1,270 0 4,280 1,270 0000000000954 Repligen Corp 2012 Stock Option & Incentive Plan NQSO 2/26/2015 4,751 $ 26.200000 0.00 4,751 0 4,751 4,751 0000000000976 Repligen Corp 2012 Stock Option & Incentive Plan ISO 2/26/2016 4,649 $ 26.050000 0.00 0 0 4,649 0 0000000000977 Repligen Corp 2012 Stock Option & Incentive Plan NQSO 2/26/2016 7,537 $ 26.050000 0.00 4,062 0 7,537 4,062 1066 Repligen Corp 2012 Stock Option & Incentive Plan ISO 2/23/2017 2,763 $ 32.400000 0.00 0 0 2,763 0 1066N Repligen Corp 2012 Stock Option & Incentive Plan NQSO 2/23/2017 5,526 $ 32.400000 0.00 0 0 5,526 0 Options/SARs Total 33,475 0 RS Awards RS Awards 0000000000765 Repligen Corp 2012 Stock Option & Incentive Plan RSU 2/27/2014 5,962 $ 0.000000 5,962.00 5,962 0 0 0 0000000000825 Repligen Corp 2012 Stock Option & Incentive Plan RSU 2/26/2015 4,691 $ 0.000000 3,127.00 3,127 0 1,564 0 0000000000962 Repligen Corp 2012 Stock Option & Incentive Plan RSU 2/26/2016 6,263 $ 0.000000 2,088.00 2,088 0 4,175 0 1073 Repligen Corp 2012 Stock Option & Incentive Plan RSU 2/23/2017 4,506 $ 0.000000 0.00 0 0 4,506 0 RS Awards Total 21,422 0 Stock Stock 373 Repligen Opt/ SAR(#000000 Corporation 0000711) 6/5/2014 10,000 $ 6.230000 325,300.00 374 Repligen Opt/ SAR(#000000 Corporation 0000711) 3/18/2015 10,000 $ 6.230000 325,300.00 375 Repligen Opt/ SAR(#000000 Corporation 0000711) 5/24/2016 10,000 $ 6.230000 325,300.00 407 Repligen Opt/ SAR(#000000 Corporation 0000759) 3/18/2015 1,323 $ 15.910000 43,037.19 430 Repligen Opt/ SAR(#000000 Corporation 0000754) 3/18/2015 2,484 $ 15.910000 80,804.52 437 Repligen RSU(#0000000000 Corporation 765) 2/27/2015 1,988 $ 25.710000 64,669.64 438 Repligen RSU(#0000000000 Corporation 765) 2/29/2016 1,987 $ 26.050000 64,637.11 456 Repligen RSU(#0000000000 Corporation 825) 2/29/2016 1,564 $ 26.050000 50,876.92 526 Repligen RSU(#0000000000 Corporation 962) 2/26/2017 2,088 $ 32.430000 67,922.64 587 Repligen RSU(#0000000000 Corporation 825) 2/26/2017 1,563 $ 32.430000 50,844.39 595 Repligen RSU(#0000000000 Corporation 765) 2/27/2017 1,987 $ 32.430000 64,637.11 621 Repligen Opt/ SAR(#000000 Corporation 0000711) 3/20/2017 10,000 $ 6.230000 325,300.00 622 Repligen Opt/ SAR(#000000 Corporation 0000754) 3/20/2017 4,968 $ 15.910000 161,609.04 Stock Total 0 59,952 YFP000188 Total 54,897 59,952 Exhibit B CERTIFICATE UPDATING RELEASE OF CLAIMS I, Xxxxxx Xxxxxxxx, Ph.D. Date Chief Executive Officer hereby acknowledge and certify that I agree entered into a Transitional Services and Separation Agreement (the “Agreement”) with Repligen Corporation, a Delaware corporation (the “Company”), dated November 20, 2017 (the “Agreement”). Capitalized terms used herein and not otherwise defined shall have the meaning ascribed to them in the Agreement. Pursuant to the terms Agreement, I am required to execute this certificate, which updates the release of this Agreement and to abide by its terms in exchange for the continuation of my employment on the terms claims set forth above: /s/ Xxxxx Xxxxxxx November 18, 2014 Xxxxx Xxxxxxx in Section 5 of the Agreement (this “Certificate”) in order to be eligible to receive and retain the 2017 Bonus. I understand that I may not sign this Certificate until on or after the Separation Date and that I must return it to the Company within seven (7) days after the Separation Date.

Appears in 1 contract

Samples: Personal and Confidential (Repligen Corp)

Time for Consideration; Effective Date. You were given the opportunity to consider the October 29 Proposal for have been advised that you have twenty-one (21) days before signing itto consider the terms of this Agreement, i.e., until November 19, 2014although you may sign and return it sooner. You proposed material modifications have elected to sign this Agreement as of the date first written above and acknowledge that you have waived such 21 day period to consider this Agreement. You have the right to revoke the Release at any time within the seven (7)-day period following the date on which you sign it (the “Revocation Period”), by delivering written notice of such revocation to the October 29 ProposalCompany at 00000 Xxxxx Xxxxxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxxxxx 00000. If you revoke as provided above, then the provisions of Section 2 shall be of no effect. If the foregoing is agreeable to you, please sign, date, and return this letter agreement. Should you have any questions concerning the foregoing, please feel free to contact me. Very truly yours, XXXXXX BROS. CO. By: /s/ Xxxxx X. Xxxxxxx Name: Xxxxx X. Xxxxxxx Title: General Counsel /s/ Xxxxx X. Xxxxxxx III XXXXX X. XXXXXXX III Xxxxxx Bros. Co. • 00000 X. Xxxxxxxxx Xxxxxx, Xxxxxxxx, XX 00000 • (000) 000-0000 • xxx.XxxxxxXxxxXx.xxx EXHIBIT A RELEASE AGREEMENT I understand that my position with Xxxxxx Bros. Co. (the “Company”) terminated effective June 30, 2011 (the “Separation Date”). The Company proposed has agreed that if I choose to sign this Agreement, the Company will pay me severance benefits (minus the standard withholdings and deductions) pursuant to the terms of the Employment Agreement entered into as of June 2, 2006 between myself and the Company. I understand that I am not entitled to this severance payment unless I sign this Agreement. I understand that in responseaddition to this severance, the Company will pay me all of my accrued salary and vacation, to which I am entitled by law regardless of whether I sign this release. You In consideration for the severance payment I am receiving under this Agreement, I acknowledge and agree that I am bound by the provisions of Sections 10A and 10B of my Employment Agreement and hereby release the Company and its current and former officers, directors, agents, attorneys, employees, shareholders, and affiliates from any and all claims, liabilities, demands, causes of action, attorneys’ fees, damages, or obligations of every kind and nature, whether they are known or unknown, arising at any time prior to the date I sign this Agreement. This general release includes, but is not limited to: all federal and state statutory and common law claims, claims related to my employment or the termination of my employment or related to breach of contract, tort, wrongful termination, discrimination, wages or benefits, or claims for any form of compensation. This release is not intended to release any claims I have or may have against any of the released parties for (a) indemnification as a director, officer, agent or employee under applicable law, charter document or agreement, (b) severance and other termination benefits specifically provided for in my Employment Agreement which constitutes a part of the consideration for this release, (c) health or other insurance benefits based on claims already submitted or which are covered claims properly submitted in the future, (d) vested rights under pension, retirement or other benefit plans, or (e) in respect of events, acts or omissions occurring after the date of this Release Agreement. In releasing claims unknown to me at present, I am waiving all rights and benefits under Section 1542 of the California Civil Code, and any law or legal principle of similar effect in any jurisdiction: “A general release does not extend to claims which the creditor 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 debtor.” I acknowledge that such modifications I am knowingly and voluntarily waiving and releasing any rights I may have under the federal Age Discrimination in Employment Act of 1967, as amended (“ADEA”). I also acknowledge that the consideration given for the waiver in the above paragraph is in addition to anything of value to which I was already entitled. I have been advised by this writing, as required by the ADEA that: (a) my waiver and release do not restart the apply to any claims that may arise after my signing of this Agreement; (b) I should consult with an attorney prior to executing this release; (c) I have twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on or before November 19, 2014. If you sign this Agreement before November 19, 2014, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity days within which to consider this Agreement release (although I may choose to and including November 19, 2014. For the period of voluntarily execute this release earlier); (d) I have seven (7) days from following the date when execution of this release to revoke the Agreement; and (e) this Agreement becomes fully executed, you have will not be effective until the right to revoke eighth day after this Agreement has been signed both by written notice to Xxme and by the Company. Xxxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx at or before the expiration of the seven (7) day revocation period. This Agreement shall not become effective or enforceable during the revocation period. This Agreement shall become effective on the first business day following the expiration of the revocation period (the “Effective Date”). Xx. Xxxxx Xxxxxxx November 18, 2014 Please indicate your agreement to the terms of this Agreement by signing I accept and returning to Xx. Xxxx the original or PDF copy of this letter within the time period set forth above. Very truly yours, ANIKA THERAPEUTICS, INC. By: /s/ Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx November 18, 2014 Xxxxxxx X. Xxxxxxxx, Ph.D. Date Chief Executive Officer I agree to the terms of this Agreement and to abide by its terms in exchange for the continuation of my employment on the terms set forth conditions stated above: /s/ Xxxxx X. Xxxxxxx November 18III Xxxxx X. Xxxxxxx III Xxxxxx Bros. Co. • 00000 X. Xxxxxxxxx Xxxxxx, 2014 Xxxxx Xxxxxxx DateXxxxxxxx, XX 00000 • (000) 000-0000 • xxx.XxxxxxXxxxXx.xxx

Appears in 1 contract

Samples: Personal and Confidential (Farmer Brothers Co)

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Time for Consideration; Effective Date. You were given the opportunity to consider the October 29 Proposal for have been advised that you have twenty-one (21) days before signing itto consider the terms of this Agreement, i.e., until November 19, 2014although you may sign and return it sooner. You proposed material modifications have elected to the October 29 Proposal. The Company proposed sign this Agreement in response. You as of the date first written above and acknowledge that you have waived such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on or before November 19, 2014. If you sign this Agreement before November 19, 2014, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity period to consider this Agreement to and including November 19, 2014Agreement. For the period of seven (7) days from the date when this Agreement becomes fully executed, you You have the right to revoke this Agreement by written notice to Xx. Xxxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx at or before the expiration of any time within the seven (7) day period following the date on which you sign it, by delivering written notice of such revocation to the Company at 00000 Xxxxx Xxxxxxxxx Xxxxxx, Xxxxxxxx, Xxxxxxxxxx 00000 by 5:00 p.m., Pacific Standard Time, on the seventh day. If you do not revoke acceptance within the seven (7) day period. This Agreement shall not become effective or enforceable during the revocation period. This , your acceptance of this Agreement shall become effective binding and enforceable on the first business day following eighth day. The Severance Package shall become due and payable in accordance with Section 3 above after the expiration effective date of the revocation period (Supplemental Release described in Section 8, provided you sign the “Effective Date”)Supplemental Release and do not revoke such Release. Xx. Xxxxx Xxxxxxx November 18If the foregoing is agreeable to you, 2014 Please indicate your agreement to the terms of this Agreement by signing please sign, date, and returning to Xx. Xxxx the original or PDF copy of return this letter within the time period set forth aboveagreement. Very truly yours, ANIKA THERAPEUTICS, INCFARMER BROS. CO. By: /s/ Xxxxxx Xxx L.P. Quiggle________ Name: X.X. Xxxxxxx Title: V.P., Human Resources Accepted: /s/ X. Xxxxx______ Xxxxxxxxx X. Xxxxx EXHIBIT A PDO AVAILABILITY AND USE SCHEDULE EXHIBIT B SUPPLEMENTAL RELEASE I understand that my position with Farmer Bros. Co. (the “Company”) terminated effective ___________, 201_ (the “Separation Date”). The Company has agreed that if I choose to sign this Supplemental Release (this “Agreement”), the Company will pay me the severance benefits, subject to applicable withholdings and authorized deductions, pursuant to the terms of the Separation Agreement, dated December 12, 2013 (the “Separation Agreement”), between me and the Company. I understand that I am not entitled to the Severance Package (as defined in the Separation Agreement) unless I sign this Agreement. In consideration for Xxxxxxx X. Xxxxxxxx November 18the Severance Package, 2014 Xxxxxxx X. XxxxxxxxI acknowledge and agree that I am bound by the provisions of the Separation Agreement and hereby release the Company and its current and former officers, Ph.D. Date Chief Executive Officer directors, agents, attorneys, employees, shareholders, and affiliates from any and all claims, liabilities, demands, causes of action, attorneys’ fees, damages, or obligations of every kind and nature, whether they are known or unknown, arising at any time prior to the date I sign this Agreement. This general release includes, but is not limited to: all federal and state statutory and common law claims, claims related to my employment or the termination of my employment or related to breach of contract, tort, wrongful termination, discrimination, wages or benefits, or claims for any form of compensation. This release is not intended to release any claims I have or may have against any of the released parties for (a) indemnification as a director, officer, agent or employee under applicable law, charter document or agreement, (b) severance and other termination benefits specifically provided for in the Separation Agreement which constitutes a part of the consideration for this release, (c) health or other insurance benefits based on claims already submitted or which are covered claims properly submitted in the future, (d) vested rights under pension, retirement or other benefit plans, or (e) in respect of events, acts or omissions occurring after the date of this Agreement. In releasing claims unknown to me at present, I am waiving all rights and benefits under Section 1542 of the California Civil Code, and any law or legal principle of similar effect in any jurisdiction: “A general release does not extend to claims which the creditor 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 debtor.” I acknowledge that I am knowingly and voluntarily waiving and releasing any rights I may have under the federal Age Discrimination in Employment Act of 1967, as amended (“ADEA”). I also acknowledge that the consideration given for the waiver in the above paragraph is in addition to anything of value to which I was already entitled. I have been advised by this writing, as required by the ADEA that: (a) my waiver and release do not apply to any claims that may arise after my signing of this Agreement; (b) I should consult with an attorney prior to executing this release; (c) I have twenty-one (21) days within which to consider this release (although I may choose to voluntarily execute this release earlier); (d) I have seven (7) days following the execution of this release to revoke the Agreement; and (e) this Agreement will not be effective until the eighth day after this Agreement has been signed by me. I accept and agree to the terms of this Agreement and to abide by its terms in exchange for the continuation of my employment on the terms set forth conditions stated above: /s/ Xxxxx Xxxxxxx November 18, 2014 Xxxxx Xxxxxxx Date. Dated:

Appears in 1 contract

Samples: Separation Agreement (Farmer Brothers Co)

Time for Consideration; Effective Date. You were understand that you have been given the opportunity opportunity, if so desired, to consider the October 29 Proposal this Separation Notice and Agreement for up to twenty-one (21) days before signing deciding whether to sign it, i.e., until November 19, 2014. You proposed material modifications to If you signed this Separation Notice and Agreement before the October 29 Proposal. The Company proposed this Agreement in response. You acknowledge expiration of that such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx), the Company’s attorney in this matter, on or before November 19, 2014. If you sign this Agreement before November 19, 2014, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity to consider this Agreement to and including November 19, 2014agreement for the entire twenty-one (21) day period. For the a period of seven (7) days from the date when of the execution of this Agreement becomes fully executedSeparation Notice and Agreement, you have will retain the right to revoke this Agreement by written notice to Xx. Xxxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx at or the undersigned before the expiration of the seven (7) day revocation such period. This , and you understand that this Separation Notice and Agreement shall not become effective or enforceable during the revocation period. This Agreement shall become effective on the first business day following until the expiration of the such revocation period (the “Effective Date”). XxIf you violate any of the provisions of this Separation Notice and Agreement during the time that you are considering it or may revoke it, this offer will be null and void. Pxxx Xxxxx Xxxxxxx November 18July 9, 2014 2015 Please indicate your agreement to the terms of this Agreement by signing and returning to Xx. Xxxx me the original or PDF copy of this letter within the time period set forth aboveletter. Very truly yours, ANIKA THERAPEUTICS, BRIGHTCOVE INC. By: /s/ Kxxxx Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx Name: Kxxxx Xxxxxx Date: 7/10/15 You are advised to consult with an attorney before signing this Agreement. The foregoing is agreed to and accepted by: By: /s/ Pxxx Xxxxx Name: Pxxx Xxxxx Date: 7/10/15 Pxxx Xxxxx July 9, 2015 Exhibit A · Incentive Stock Option Agreement dated May 14, 2010 · Non-Qualified Stock Option Agreement dated May 8, 2012 · Incentive Stock Option Agreement dated May 8, 2012 · Restricted Stock Unit Agreement dated May 8, 2012 · Restricted Stock Unit Agreement dated November 1816, 2012 · Restricted Stock Unit Agreement dated February 5, 2013 · Incentive Stock Option Agreement dated February 4, 2014 Xxxxxxx X. Xxxxxxxx· Restricted Stock Unit Agreement dated July 29, Ph.D. Date Chief Executive Officer I agree to the terms of this Agreement and to abide by its terms in exchange for the continuation of my employment on the terms set forth above: /s/ Xxxxx Xxxxxxx November 18, 2014 Xxxxx Xxxxxxx Date2014

Appears in 1 contract

Samples: Incentive Stock Option Agreement (Brightcove Inc)

Time for Consideration; Effective Date. You were given have the opportunity to consider the October 29 Proposal this Agreement for twenty-one (21) days before signing it, i.e., until November 19, 2014. You proposed material modifications to the October 29 Proposal. The Company proposed this Agreement in response. You acknowledge that such modifications do not restart the twenty-one (21) day consideration period, and therefore you agree that the deadline for acceptance of this Agreement is November 19, 2014. To accept this Agreement, you must return a signed original or PDF copy of this Agreement so that it is received by Xxxxxx Xxxx (xxxxx@xxxxxxxxxxxxxx.xxx)Xxx, the Company’s attorney in this matterVice President for Human Resources, on at or before November 19, 2014the expiration of this twenty-one (21) day period. If you sign this Agreement before November 19, 2014within fewer than twenty-one (21) days of the date of its delivery to you, you acknowledge by signing this Agreement that such decision was entirely voluntary and that you had the opportunity to consider this Agreement to and including November 19, 2014for the entire twenty-one (21) day period. For the period of seven (7) days from the date when this Agreement becomes fully executed, you have the right to revoke this Agreement by written notice to Xx. XxxxXxx. For such a revocation to be effective, it must be delivered so that it is received by Xx. Xxxx Xxxxxx Xxx, at or before the expiration of the seven (7) day revocation period. This Agreement shall not become effective or enforceable during the revocation period. This Agreement shall become effective on the first business day following the expiration of the revocation period (the “Effective Date”). Xxxx X. Xxxxxx Xx. Xxxxx Xxxxxxx November 18., Ph.D. October 28, 2014 Please indicate your agreement to the terms of this Agreement by signing and returning to Xx. Xxxx Xxxxxx Xxx, the Company’s Vice President for Human Resources, the original or PDF copy of this letter within the time period set forth above. Very truly yours, ANIKA THERAPEUTICS, INC. By: /s/ Xxxxxx Xxx for Xxxxxxx X. Xxxxxxxx November 18, 30 October 2014 Xxxxxxx X. Xxxxxxxx, Ph.D. Date Chief Executive Officer Attachment (Exhibit A-Non-Disclosure and Non-Competition Agreement) I agree to the terms of this Agreement and to abide by its terms in exchange for the continuation of my employment on the terms benefits set forth above: By: /s/ Xxxxx Xxxxxxx November 18Xxxx X. Xxxxxx Xx. 30 October 2014 Xxxx X. Xxxxxx Xx., 2014 Xxxxx Xxxxxxx DatePh.D. Date ANIKA THERAPEUTICS, INC. NON-DISCLOSURE AND NON-COMPETITION AGREEMENT EMPLOYEE I, Xxxx X. Xxxxxx, Xx., (the “Employee”), in consideration of my employment, the continuation of my employment, and the salary and wages to be paid to me, do hereby agree with Anika Therapeutics, Inc., a Massachusetts corporation (the “Company”), as follows:

Appears in 1 contract

Samples: Separation Agreement (Anika Therapeutics, Inc.)

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