KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR.
8.
AZADEH UNDERSTANDS AND AGREES THAT SHE:
A.
HAS HAD THE OPPORTUNITY OF A FULL TWENTY-ONE (21) DAYS WITHIN
WHICH TO CONSIDER THIS AGREEMENT BEFORE SIGNING IT, AND THAT IF SHE HAS NOT
AVAILED HERSELF OF THAT FULL TIME PERIOD THAT SHE FAILED TO DO SO KNOWINGLY AND
VOLUNTARILY.
AZADEH, HOWEVER, MAY NOT SIGN THIS AGREEMENT ON OR BEFORE JULY 31,
2008.
B.
HAS CAREFULLY READ AND FULLY UNDERSTANDS ALL OF THE PROVISIONS OF
THIS AGREEMENT.
C.
IS, THROUGH THIS AGREEMENT, RELEASING THE COMPANY AND ITS
OFFICERS, AGENTS, DIRECTORS, SUPERVISORS, EMPLOYEES, REPRESENTATIVES, SUCCESSORS
AND ASSIGNS AND ALL PERSONS ACTING BY, THROUGH, UNDER, OR IN CONCERT WITH ANY OF
THEM, FROM ANY AND ALL CLAIMS SHE MAY HAVE AGAINST THE COMPANY OR SUCH
INDIVIDUALS.
D.
KNOWINGLY AND VOLUNTARILY AGREES TO ALL OF THE TERMS SET FORTH IN
THIS AGREEMENT.
E.
KNOWINGLY AND VOLUNTARILY INTENDS TO BE LEGALLY BOUND BY THE
SAME.
F.
WAS ADVISED AND HEREBY IS ADVISED IN WRITING TO CONSIDER THE
TERMS OF THIS AGREEMENT AND CONSULT WITH AN ATTORNEY OF EMPLOYEE'S CHOICE PRIOR
TO SIGNING THIS AGREEMENT.
G.
HAS A FULL SEVEN (7) DAYS FOLLOWING THE EXECUTION OF THIS
AGREEMENT TO REVOKE THIS AGREEMENT, AND HAS BEEN AND HEREBY IS ADVISED IN
WRITING THAT THIS AGREEMENT SHALL NOT BECOME EFFECTIVE OR ENFORCEABLE UNTIL THE
REVOCATION PERIOD HAS EXPIRED.
IF AZADEH DESIRES TO REVOKE THIS
4
AGREEMENT, SHE MUST PROVIDE WRITTEN NOTICE TO ROGER E. GEORGE BY 5:00 P.M. ON
THE SEVENTH DAY FOLLOWING HER EXECUTION OF THIS AGREEMENT.
H.
UNDERSTANDS THAT RIGHTS OR CLAIMS UNDER THE AGE DISCRIMINATION IN
EMPLOYMENT ACT OF 1967 (29 U.S.C. § 621, ET SEQ.) THAT MAY ARISE AFTER THE DATE
THIS AGREEMENT IS SIGNED ARE NOT WAIVED.
9.
THE PARTIES AGREE THAT ANY CHANGE MADE TO THE AGREEMENT OFFERED
TO AZADEH ON JULY 25, 2008, WHETHER MATERIAL OR IMMATERIAL AND REGARDLESS OF THE
REASON FOR THE CHANGE, WILL NOT RESTART THE RUNNING OF THE TWENTY-ONE (21) DAY
PERIOD.
10.
THIS AGREEMENT HAS BEEN INDIVIDUALLY NEGOTIATED AND IS NOT PART OF
A GROUP EXIT INCENTIVE OR OTHER TERMINATION PROGRAM.
11.
AZADEH SPECIFICALLY ACKNOWLEDGES THAT HER EMPLOYMENT BY ALIGN
CREATED A RELATIONSHIP OF TRUST BETWEEN AZADEH AND THE COMPANY WITH RESPECT TO
ANY INFORMATION OF A CONFIDENTIAL OR SECRET NATURE OF WHICH SHE BECAME AWARE
DURING THE PERIOD OF HER EMPLOYMENT AND WHICH (I) RELATES TO THE BUSINESS OF THE
COMPANY, OR TO THE BUSINESS OF ANY CUSTOMER, LICENSOR OR SUPPLIER OF THE
COMPANY; OR (II) IS PROCESSED BY THE COMPANY AND HAS BEEN CREATED, DISCOVERED OR
DEVELOPED BY, OR HAS OTHERWISE BECOME KNOWN TO THE COMPANY THAT HAS COMMERCIAL
VALUE TO THE BUSINESS IN WHICH THE COMPANY IS ENGAGED.
ALL SAID INFORMATION IS
HEREINAFTER CALLED "PROPRIETARY INFORMATION."
BY WAY OF ILLUSTRATION, AND NOT
IN LIMITATION, PROPRIETARY INFORMATION INCLUDES TRADE SECRETS, PROCESSES,
COMPUTER PROGRAMS, DATA, KNOW HOW, STRATEGIES, FORECASTS, CUSTOMER LISTS,
PRICING, TESTING METHODS AND RESULTS, CLINICAL TRIAL