BY THE COMPANY
UNDER THIS AGREEMENT.
(D)
UPON THE COMPANY'S REQUEST, SEABERG SHALL
PROMPTLY DELIVER TO THE COMPANY ALL MANUALS, SALES MATERIALS, LETTERS, NOTES,
NOTEBOOKS, REPORTS, CUSTOMER LISTS, AND ALL COPIES THEREOF, AND ALL OTHER
MATERIALS OF A SECRET OR CONFIDENTIAL NATURE RELATED TO THE BUSINESS OF THE
COMPANY OR ANY CUSTOMERS OF THE COMPANY, WHICH ARE IN THE POSSESSION OR UNDER
THE CONTROL OF SEABERG.
(E)
THIS PARAGRAPH 3 IS INTENDED TO SUPPLEMENT,
BUT NOT LIMIT OR SUPPLANT, ANY OBLIGATION OF SEABERG OR REMEDY OF THE COMPANY
WHICH MAY BE OTHERWISE IMPOSED ON SEABERG OR AVAILABLE TO THE COMPANY UNDER
COMMON LAW OR EQUITY WITHOUT WRITTEN AGREEMENT.
4.
OTHER CONSIDERATIONS.
(A)
IN THE EVENT OF SEABERG'S DEATH, THE
PAYMENTS PROVIDED FOR HEREIN WILL BE MADE TO SUCH PERSON OR PERSONS AS HE MAY
DESIGNATE IN WRITING AND IN THE ABSENCE OF SUCH DESIGNATION TO HIS ESTATE. THE
COMPANY MAY PROVIDE FOR SUCH OBLIGATION THROUGH INSURANCE ON THE LIFE OF
SEABERG, AND SEABERG AGREES TO COOPERATE WITH THE COMPANY IF IT ELECTS TO
PROCURE SUCH A POLICY. NOTWITHSTANDING THE FOREGOING, THE COMPANY SHALL HAVE NO
OBLIGATION TO PAY SUCH AMOUNTS IF SEABERG VIOLATES THE TERMS OF THIS AGREEMENT.
(B)
SEABERG ACKNOWLEDGES THAT HIS BREACH OF THE
COVENANTS CONTAINED IN PARAGRAPH 2 OR 3 WILL CAUSE IRREPARABLE DAMAGE TO THE
COMPANY, AND ACCORDINGLY, SEABERG AGREES THAT IN ADDITION TO OTHER REMEDIES
WHICH IT MAY HAVE HEREUNDER, THE COMPANY MAY SEEK EQUITABLE RELIEF TO ENFORCE
THE OBLIGATIONS IMPOSED HEREUNDER.
5.
NOTICES.
ANY NOTICE REQUIRED OR PERMITTED TO BE GIVEN HEREUNDER SHALL BE SUFFICIENT IF IN
WRITING AND SHALL BE DEEMED DELIVERED UPON THE DATE OF MAILING IF MAILED BY
CERTIFIED OR REGISTERED MAIL, RETURN RECEIPT REQUESTED, TO THE ADDRESS OF
SEABERG AS REFLECTED IN THE COMPANY'S RECORDS, OR TO THE COMPANY TO 100
COMMERCIAL STREET, P.O. BOX 130, ATCHISON, KANSAS 66002-0130, ATTN:
PRESIDENT.
6.
MISCELLANEOUS.
THIS AGREEMENT
CONSTITUTES THE ENTIRE AGREEMENT OF THE PARTIES HERETO RESPECTING THE SUBJECT
MATTER HEREOF AND SUPERSEDES ALL PRIOR UNDERSTANDINGS OR AGREEMENTS, ORAL OR
WRITTEN, AMONG ALL OR ANY OF SUCH PARTIES.
THIS AGREEMENT SHALL NOT BE AMENDED
EXCEPT BY A WRITTEN AGREEMENT SIGNED BY ALL OF THE PARTIES HERETO.
THIS
AGREEMENT SHALL BE BINDING UPON, INURE TO THE BENEFIT OF AND BE ENFORCEABLE BY
THE PARTIES HERETO AND THEIR
3
RESPECTIVE HEIRS, PERSONAL REPRESENTATIVES, SUCCESSORS AND PERMITTED ASSIGNS;
IN THIS REGARD, EXCEPT AS PROVIDED HEREIN NO RIGHTS OR OBLIGATIONS OF SEABERG
UNDER THIS AGREEMENT ARE ASSIGNABLE WITHOUT THE PRIOR WRITTEN CONSENT OF THE
COMPANY.
THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE STATE OF KANSAS.
IN THE EVENT ANY ONE OR MORE OF THE PROVISIONS CONTAINED IN THIS AGREEMENT OR
ANY APPLICATION THEREOF SHALL BE HELD TO BE ILLEGAL, THE ENFORCEABILITY OF THE
REMAINING PROVISIONS OF THIS AGREEMENT OR ANY OTHER APPLICATION THEREOF SHALL
NOT IN ANY WAY BE AFFECTED OR IMPAIRED THEREBY.
NO DELAY OR FAILURE ON THE PART
OF ANY PARTY HERETO IN EXERCISING ANY RIGHTS HEREUNDER, AND NO PARTIAL OR