THIS WAIVER AND RELEASE IS IN
ADDITION TO ANYTHING OF VALUE TO WHICH EMPLOYEE WAS ALREADY ENTITLED.
EMPLOYEE
FURTHER ACKNOWLEDGES THAT HE HAS BEEN ADVISED BY THIS WRITING THAT: (A) HE
SHOULD CONSULT WITH AN ATTORNEY PRIOR TO EXECUTING THIS AGREEMENT; (B) HE HAS
TWENTY-ONE (21) DAYS WITHIN WHICH TO CONSIDER THIS AGREEMENT; (C) HE HAS SEVEN
(7) DAYS FOLLOWING HIS EXECUTION OF THIS AGREEMENT TO REVOKE THIS AGREEMENT;
(D) THIS AGREEMENT SHALL NOT BE EFFECTIVE UNTIL AFTER THE REVOCATION PERIOD HAS
EXPIRED; AND (E) NOTHING IN THIS AGREEMENT PREVENTS OR PRECLUDES EMPLOYEE FROM
CHALLENGING OR SEEKING A DETERMINATION IN GOOD FAITH OF THE VALIDITY OF THIS
WAIVER UNDER THE ADEA, NOR DOES IT IMPOSE ANY CONDITION PRECEDENT, PENALTIES, OR
COSTS FOR DOING SO, UNLESS SPECIFICALLY AUTHORIZED BY FEDERAL LAW.
IN THE EVENT
EMPLOYEE SIGNS THIS AGREEMENT AND RETURNS IT TO THE COMPANY IN LESS THAN THE
21-DAY PERIOD IDENTIFIED ABOVE, EMPLOYEE HEREBY ACKNOWLEDGES THAT HE HAS FREELY
AND VOLUNTARILY CHOSEN TO WAIVE THE TIME PERIOD ALLOTTED FOR CONSIDERING THIS
AGREEMENT.
5.
CALIFORNIA CIVIL CODE SECTION 1542.
EMPLOYEE ACKNOWLEDGES THAT HE HAS BEEN ADVISED TO CONSULT WITH LEGAL COUNSEL AND
IS FAMILIAR WITH THE PROVISIONS OF CALIFORNIA CIVIL CODE SECTION 1542, A STATUTE
THAT OTHERWISE PROHIBITS THE RELEASE OF UNKNOWN CLAIMS, WHICH PROVIDES AS
FOLLOWS:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR
SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH
IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH
THE DEBTOR.
Employee, being aware of said code section, agrees to expressly waive any rights
he may have thereunder, as well as under any other statute or common law
principles of similar effect.
6.
NO PENDING OR FUTURE LAWSUITS.
EMPLOYEE REPRESENTS THAT HE HAS NO LAWSUITS, CLAIMS, OR ACTIONS PENDING IN HIS
NAME, OR ON BEHALF OF ANY OTHER PERSON OR ENTITY, AGAINST THE COMPANY OR ANY OF
THE OTHER RELEASEES.
EMPLOYEE ALSO REPRESENTS THAT HE DOES NOT INTEND TO BRING
ANY CLAIMS ON HIS OWN BEHALF OR ON BEHALF OF ANY OTHER PERSON OR ENTITY AGAINST
THE COMPANY OR ANY OF THE OTHER RELEASEES.
7.
APPLICATION FOR EMPLOYMENT.
EMPLOYEE
UNDERSTANDS AND AGREES THAT, AS A CONDITION OF THIS AGREEMENT, EMPLOYEE SHALL
NOT BE ENTITLED TO ANY EMPLOYMENT WITH THE COMPANY, AND EMPLOYEE HEREBY WAIVES
ANY RIGHT, OR ALLEGED RIGHT, OF EMPLOYMENT OR RE-EMPLOYMENT WITH THE COMPANY.
EMPLOYEE FURTHER AGREES NOT TO APPLY FOR EMPLOYMENT WITH THE COMPANY AND NOT
OTHERWISE PURSUE AN INDEPENDENT CONTRACTOR OR VENDOR RELATIONSHIP WITH THE
COMPANY.
8.
CONFIDENTIALITY.
EMPLOYEE AGREES TO
MAINTAIN IN COMPLETE CONFIDENCE THE EXISTENCE OF THIS AGREEMENT, THE CONTENTS
AND TERMS OF THIS AGREEMENT, AND THE CONSIDERATION FOR THIS AGREEMENT
(HEREINAFTER COLLECTIVELY REFERRED TO AS "SEPARATION INFORMATION").
EXCEPT AS
REQUIRED BY
4
LAW, EMPLOYEE MAY DISCLOSE SEPARATION INFORMATION ONLY TO HIS IMMEDIATE FAMILY
MEMBERS, THE COURT IN ANY PROCEEDINGS TO ENFORCE THE TERMS OF THIS AGREEMENT,
EMPLOYEE'S UNDERSIGNED COUNSEL, AND