1964, THE AGE DISCRIMINATION IN
EMPLOYMENT ACT ("ADEA," A LAW WHICH PROHIBITS DISCRIMINATION ON THE BASIS OF
AGE), THE AMERICANS WITH DISABILITIES ACT, THE FAIR LABOR STANDARDS ACT, THE
EMPLOYEE RETIREMENT INCOME SECURITY ACT, THE FAMILY AND MEDICAL LEAVE ACT, THE
SECURITIES ACT OF 1933, THE SECURITIES EXCHANGE ACT OF 1934, THE SARBANES-OXLEY
ACT, THE NEW JERSEY LAW AGAINST DISCRIMINATION, NEW JERSEY CONSCIENTIOUS
EMPLOYEE PROTECTION ACT, THE NEW JERSEY WAGE PAYMENT AND COLLECTION LAW AND
SIMILAR STATE OR LOCAL STATUTES, ORDINANCES, AND REGULATIONS; PROVIDED, THAT,
2
NOTWITHSTANDING ANYTHING TO THE CONTRARY SET FORTH HEREIN, THIS GENERAL RELEASE
SHALL NOT EXTEND TO (X) BENEFIT CLAIMS UNDER EMPLOYEE PENSION AND DEFERRED
COMPENSATION BENEFIT PLANS IN WHICH QUAINTANCE WAS A PARTICIPANT BY VIRTUE OF
HIS EMPLOYMENT WITH THE COMPANY; (Y) INDEMNIFICATION RIGHTS QUAINTANCE MAY HAVE
BY VIRTUE OF HIS STATUS AS A FORMER OFFICER IN ACCORDANCE WITH APPLICABLE LAW
AND THE COMPANY'S BY-LAWS AND THAT CERTAIN UNDERTAKING DATED SEPTEMBER 10, 2004;
AND (Z) ANY OBLIGATION OF THE COMPANY UNDER THIS SEPARATION AGREEMENT.
B.
EXCEPT FOR THE SURVIVAL AND CONTINUATION
OF QUAINTANCE'S OBLIGATIONS AS SET FORTH IN SECTION 5 OF THIS SEPARATION
AGREEMENT, THE COMPANY FULLY, FOREVER, IRREVOCABLY AND UNCONDITIONALLY RELEASES,
REMISES, SETTLES AND DISCHARGES QUAINTANCE FROM ANY AND ALL MANNER OF CLAIMS,
CHARGES, COMPLAINTS, DEBTS, LIABILITIES, DEMANDS, ACTIONS, CAUSES OF ACTION,
SUITS, RIGHTS, COVENANTS, CONTRACTS, CONTROVERSIES, AGREEMENTS, PROMISES,
OMISSIONS, DAMAGES, OBLIGATIONS AND EXPENSES OF ANY KIND, WHETHER KNOWN OR
UNKNOWN, WHICH IT HAD, NOW HAS, OR HEREAFTER MAY HAVE AGAINST QUAINTANCE ARISING
FROM, OR RELATING IN ANY WAY TO QUAINTANCE'S EMPLOYMENT BY THE COMPANY, EXCEPT
FOR ACTIONS BY QUAINTANCE THAT CONSTITUTE FRAUD OR OTHER INTENTIONAL MISCONDUCT.
C.
QUAINTANCE UNDERSTANDS THAT THE RELEASE
OF CLAIMS HE HAS GIVEN, AS SET FORTH IN SECTION 6A OF THIS AGREEMENT, INCLUDES A
RELEASE OF CLAIMS ARISING UNDER THE ADEA.
QUAINTANCE UNDERSTANDS AND WARRANTS
THAT HE HAS BEEN GIVEN A PERIOD OF 21 DAYS TO REVIEW AND CONSIDER THIS
AGREEMENT.
BY HIS SIGNATURE BELOW, QUAINTANCE WARRANTS THAT HE HAS CONSULTED
WITH AN ATTORNEY AS TO THE TERMS OF THIS AGREEMENT.
QUAINTANCE FURTHER WARRANTS
THAT HE UNDERSTANDS THAT HE MAY ACCEPT AND RETURN THE AGREEMENT PRIOR TO THE
EXPIRATION OF THIS 21-DAY REVIEW PERIOD, AND, IF HE CHOOSES TO DO SO, HE
WARRANTS THAT HE USED AS MUCH OF THE 21-DAY REVIEW PERIOD AS HE REQUIRED AND
RETURNED THE AGREEMENT KNOWINGLY AND VOLUNTARILY AND WITHOUT ANY PRESSURE OR
COERCION ON THE PART OF THE COMPANY OR ANY OF ITS REPRESENTATIVES.
D.
QUAINTANCE FURTHER WARRANTS THAT HE
UNDERSTANDS THAT HE HAS SEVEN (7) DAYS AFTER SIGNING THIS AGREEMENT TO REVOKE
THE AGREEMENT BY NOTICE IN WRITING TO THE COMPANY'S HUMAN RESOURCES MANAGER AT
MOUNT LAUREL, NEW JERSEY, 08054-4632.
THIS AGREEMENT SHALL BE BINDING,
EFFECTIVE, AND ENFORCEABLE UPON BOTH PARTIES UPON THE EXPIRATION OF THIS SEVEN
(7) DAY REVOCATION PERIOD WITHOUT THE COMPANY HAVING RECEIVED SUCH REVOCATION,
BUT NOT BEFORE SUCH TIME.
7.
PROVIDED THAT (I) QUAINTANCE HAS
EXECUTED THIS AGREEMENT, (II) THE TIME PERIOD IN SECTION 6C HAS EXPIRED,