ALONE MAY NOT
ADEQUATELY COMPENSATE COMPANY IN THE EVENT OF BREACH BY EXECUTIVE OF THIS
AGREEMENT, AND EXECUTIVE THEREFORE AGREES THAT, IN ADDITION TO ALL OTHER
REMEDIES AVAILABLE TO COMPANY AT LAW, IN EQUITY OR OTHERWISE, COMPANY MAY BE
ENTITLED TO INJUNCTIVE RELIEF FOR THE ENFORCEMENT HEREOF.
(FOR PURPOSES OF
CLARIFICATION, EXECUTIVE'S CONSENT TO INJUNCTIVE RELIEF IS SUBJECT TO COMPANY
FIRST PROVING A MATERIAL BREACH OF THIS AGREEMENT.)
ALL RIGHTS AND REMEDIES
HEREUNDER ARE CUMULATIVE AND ARE IN ADDITION TO AND NOT EXCLUSIVE OF ANY OTHER
RIGHTS AND REMEDIES AVAILABLE AT LAW, IN EQUITY, BY AGREEMENT OR OTHERWISE.
10.10.
VALIDITY.
IN THE EVENT THAT ANY PROVISION OF THIS AGREEMENT SHALL BE
DETERMINED TO BE UNENFORCEABLE BY REASON OF ITS EXTENSION FOR TOO GREAT A PERIOD
OF TIME OR OVER TOO LARGE A GEOGRAPHIC AREA OR OVER TOO GREAT A RANGE OF
ACTIVITIES, IT SHALL BE INTERPRETED TO EXTEND ONLY OVER THE MAXIMUM PERIOD OF
TIME, GEOGRAPHIC AREA OR RANGE OF ACTIVITIES AS TO WHICH IT MAY BE ENFORCEABLE.
IF, AFTER APPLICATION OF THE PRECEDING SENTENCE, ANY PROVISION OF THIS AGREEMENT
SHALL BE DETERMINED TO BE INVALID, ILLEGAL OR OTHERWISE UNENFORCEABLE BY A COURT
OF COMPETENT JURISDICTION, THE VALIDITY, LEGALITY AND ENFORCEABILITY OF THE
OTHER PROVISIONS OF THIS AGREEMENT SHALL NOT BE AFFECTED THEREBY.
EXCEPT AS
OTHERWISE PROVIDED IN THIS SECTION 10, ANY INVALID, ILLEGAL OR UNENFORCEABLE
PROVISION OF THIS AGREEMENT SHALL BE SEVERABLE, AND AFTER ANY SUCH SEVERANCE,
ALL OTHER PROVISIONS HEREOF SHALL REMAIN IN FULL FORCE AND EFFECT.
10.11.
NOTICES.
FOR THE PURPOSE OF THIS AGREEMENT, NOTICES AND ALL OTHER
COMMUNICATIONS PROVIDED FOR IN THIS AGREEMENT SHALL BE IN WRITING AND SHALL BE
DEEMED TO HAVE
12
BEEN DULY GIVEN WHEN HAND DELIVERED (WHICH SHALL INCLUDE PERSONAL DELIVERY AND
DELIVERY BY COURIER, MESSENGER OR OVERNIGHT DELIVERY SERVICE) OR MAILED BY
CERTIFIED MAIL, RETURN RECEIPT REQUESTED, POSTAGE PREPAID, ADDRESSED AS FOLLOWS:
If to Executive:
At his home address in accordance with the Company's records.
If to Company:
2021 Cabot Boulevard West
Langhorne, PA
19047
or to such other address of which either party gives notice to the other party
in accordance herewith, except that notices of change of address shall be
effective only upon receipt.
10.12.
COUNTERPARTS.
THIS AGREEMENT MAY BE EXECUTED IN ANY NUMBER OF
COUNTERPARTS AND EACH OF SUCH COUNTERPARTS SHALL FOR ALL PURPOSES BE DEEMED TO
BE AN ORIGINAL, AND ALL SUCH COUNTERPARTS SHALL TOGETHER CONSTITUTE BUT ONE AND
THE SAME INSTRUMENT.
* * * * *
13
IN WITNESS WHEREOF, the parties hereto have executed this Employment Agreement
on the day and year first written above.
POWER MEDICAL INTERVENTIONS, INC.
By:
/s/ MICHAEL WHITMAN
Name:
Michael Whitman
Title:
President & CEO
EXECUTIVE:
/s/ BRIAN M. POSNER
Brian Posner
14