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
2
Payment and Collection Law and similar state or local statutes, ordinances, and
regulations; provided, that, 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, AND