enforced to the maximum extent permitted under
Texas law.
G.
DAMAGES. IN ADDITION TO ANY OTHER
REMEDIES THAT MAY BE AVAILABLE TO S&S UNDER THE TERMS OF THIS AGREEMENT OR
APPLICABLE LAW, EMPLOYEE AGREES THAT, IF HE VIOLATES ANY OF THE OBLIGATIONS OWED
BY HIM TO S&S AS STATED IN PARAGRAPHS 5 OR 6 OF THIS AGREEMENT, S&S SHALL BE
ENTITLED TO ALL DAMAGES TO WHICH IT MAY BE ENTITLED FOR BREACH OF CONTRACT.
7.
NON-INTERFERENCE:
EMPLOYEE AGREES THAT
DURING THE TRANSITION PERIOD AND FOR TWO YEARS FOLLOWING THE SEPARATION DATE,
EMPLOYEE SHALL NOT SOLICIT OR RECRUIT, DIRECTLY OR INDIRECTLY OR BY ASSISTING
OTHERS, ANY OTHER EMPLOYEES OF S&S, NOR SHALL EMPLOYEE CONTACT OR COMMUNICATE
WITH ANY OTHER EMPLOYEES OF S&S FOR THE PURPOSE OF INDUCING OTHER EMPLOYEES TO
TERMINATE THEIR EMPLOYMENT WITH S&S OR TO BEGIN EMPLOYMENT BY ANY OTHER ENTITY.
FOR PURPOSES OF THIS COVENANT, "OTHER EMPLOYEES" SHALL REFER TO EMPLOYEES WHO
ARE ACTIVELY EMPLOYED BY, OR DOING BUSINESS WITH, S&S AT THE TIME OF THE
ATTEMPTED RECRUITING OR HIRING EXCEPT FOR EMPLOYEES WHO WERE EMPLOYED SOLELY AND
DIRECTLY IN CONNECTION WITH ACTIVITIES OF THE DIVISIONS AS OF THE CLOSING DATE.
EMPLOYEE ACKNOWLEDGES AND AGREES THAT THESE NON-INTERFERENCE AGREEMENTS SHALL
SURVIVE THE TERMINATION OF THIS AGREEMENT AND SHALL BE FULLY ENFORCEABLE BY S&S.
8.
EMPLOYEE BENEFIT PLANS:
AFTER THE
SEPARATION DATE, EXCEPT AS SPECIFICALLY CONTEMPLATED HEREBY IN RESPECT OF THE
STOCK OPTIONS, EXCEPT AS PROVIDED UNDER S&S'S 401(K) PLAN AND EXCEPT AS REQUIRED
UNDER THE CONSOLIDATED OMNIBUS BUDGET RECONCILIATION ACT OF 1985, AS AMENDED,
EMPLOYEE SHALL NOT BE ENTITLED TO ANY COVERAGE OR BENEFIT UNDER THE STEWART &
STEVENSON MEDICAL PLAN AND DENTAL PLAN OR UNDER ANY OTHER BENEFIT OR WELFARE
PLAN OF THE COMPANY OR UNDER ANY SEVERANCE AGREEMENT OR POLICY OF ANY KIND WITH
THE COMPANY OR APPLICABLE TO EMPLOYEE.
9.
PRIOR RIGHT AND OBLIGATIONS:
THIS
AGREEMENT EXTINGUISHES, AND CONSTITUTES A COMPLETE ACCORD AND SATISFACTION OF,
ALL RIGHTS, IF ANY, WHICH EMPLOYEE MAY HAVE, AND OBLIGATIONS, IF ANY, WHICH S&S
MAY HAVE, CONTRACTUAL OR OTHERWISE, RELATING TO THE EMPLOYMENT, OR RESIGNATION
FROM EMPLOYMENT, OF EMPLOYEE WITH S&S, INCLUDING ANY RIGHT TO SEVERANCE BENEFITS
DIFFERENT FROM THOSE SET FORTH ABOVE.
10.
EXPENSES: EMPLOYEE SHALL, AFTER THE CLOSING
DATE, SUBMIT TO THE COMPANY ALL ACTUAL PAST EXPENSES INCURRED BY HIM IN THE
COURSE OF HIS EMPLOYMENT AND ACTIVITIES AS TO THE DIVISIONS INCURRED BEFORE THE
CLOSING DATE. THE COMPANY SHALL REIMBURSE EMPLOYEE FOR SUCH EXPENSES IN
ACCORDANCE WITH THE COMPANY'S EXPENSE REIMBURSEMENT POLICY. EMPLOYEE
ACKNOWLEDGES AND AGREES THAT S&S SHALL NOT HAVE ANY OBLIGATION TO REIMBURSE
EXPENSES INCURRED BY HIM WITH RESPECT TO THE BUSINESS OF THE DIVISIONS INCURRED
AFTER THE CLOSING DATE.
11.
S&S ASSETS:
EMPLOYEE HEREBY REPRESENTS AND
WARRANTS THAT HE HAS NO CLAIM OR RIGHT, TITLE OR INTEREST IN ANY PROPERTY
DESIGNATED ON ANY OF S&S'S BOOKS AS PROPERTY OR ASSETS OF
8
S&S. Employee shall deliver to S&S any and all S&S property in his possession or
control and execute and deliver any