WAIVING ANY AND ALL RIGHTS TO
MONEY DAMAGES AND ANY OTHER RELIEF THAT MIGHT OTHERWISE BE AVAILABLE SHOULD HE
OR ANY OTHER ENTITY PURSUE CLAIMS ARISING OUT OF OR RELATING TO HIS EMPLOYMENT
WITH THE COMPANY AGAINST THE RELEASEES.
13.
GENERAL RELEASE BY THE COMPANY.
THE COMPANY, ON BEHALF OF ITSELF
AND ITS PREDECESSORS, SUCCESSORS, CURRENT AND FORMER ASSIGNS, AGENTS, OFFICERS,
PARTNERS, MEMBERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, REPRESENTATIVES,
INSURERS, INVESTORS, ATTORNEYS, AFFILIATES, AND ANY OTHER RELATED ENTITIES; AND
ALL PERSONS ACTING BY, THROUGH, UNDER, OR IN CONCERT WITH ANY OF THEM,
VOLUNTARILY RELEASES AND DISCHARGES SZYCHER AND HIS SPOUSE, HEIRS, CHILDREN,
SUCCESSORS, CURRENT AND FORMER AGENTS, REPRESENTATIVES, EXECUTORS,
BENEFICIARIES, ADMINISTRATORS, TRUSTEES, ATTORNEYS AND ASSIGNS, FROM ANY AND ALL
CHARGES, COMPLAINTS, CLAIMS, LIABILITIES, OBLIGATIONS, PROMISES, AGREEMENTS,
CAUSES OF ACTION, DAMAGES, LOSSES, EXPENSES, AND DEBTS OF ANY NATURE WHATSOEVER,
KNOWN OR UNKNOWN, WHICH THE COMPANY HAS, CLAIMS TO HAVE, EVER HAD, OR EVER
CLAIMED TO HAVE HAD AGAINST SZYCHER, THROUGH THE EFFECTIVE DATE, ARISING OUT OF
(A) SZYCHER'S EMPLOYMENT RELATIONSHIP WITH OR SERVICE AS AN EMPLOYEE, OFFICER OR
DIRECTOR OF THE COMPANY OR THE TERMINATION OF SUCH RELATIONSHIP OR SERVICE OR
(B) ANY EVENT, CONDITION, CIRCUMSTANCE OR OBLIGATION THAT OCCURRED, EXISTED OR
AROSE ON OR PRIOR TO THE DATE THE COMPANY SIGNS THIS AGREEMENT; PROVIDED THAT
THIS RELEASE OF CLAIMS SHALL NOT (I) INCLUDE OR EXTEND TO ANY CLAIM BASED UPON,
ARISING OUT OF, OR RELATING TO ANY ACT OR OMISSION BY SZYCHER ABOUT WHICH THE
COMPANY DID NOT KNOW AS OF THE DATE THE COMPANY SIGNS THIS AGREEMENT; OR (II)
INCLUDE OR EXTEND TO ANY SHAREHOLDER DERIVATIVE CLAIMS AGAINST SZYCHER; OR (III)
BE CONSTRUED TO IMPAIR THE COMPANY'S RIGHT TO ENFORCE THE TERMS OF THIS
AGREEMENT.
14.
NON-FILING OF COMPLAINTS OR CHARGES.
BY SIGNING THIS AGREEMENT,
THE PARTIES REPRESENT THAT THEY HAVE NOT FILED ANY COMPLAINT OR CHARGE AGAINST
EACH OTHER OR AGAINST ANY OF THE RELEASEES WITH ANY LOCAL, STATE OR FEDERAL
AGENCY OR COURT, OR ASSIGNED ANY OF THE RELEASED CLAIMS TO ANY THIRD PARTY.
5
15.
BINDING NATURE OF AGREEMENT.
THIS AGREEMENT SHALL BE BINDING UPON,
AND INURE TO THE BENEFIT OF, THE PARTIES AND THEIR RESPECTIVE HEIRS,
ADMINISTRATORS, REPRESENTATIVES, EXECUTORS, SUCCESSORS AND ASSIGNS.
THIS
AGREEMENT MAY BE ASSIGNED BY THE COMPANY, BUT MAY NOT BE ASSIGNED BY SZYCHER.
16.
REMEDY FOR BREACH.
SZYCHER UNDERSTANDS AND AGREES THAT CARDIOTECH
MAY SEEK TO RECOVER THE FINAL PAYMENT IF HE MATERIALLY VIOLATES THIS AGREEMENT.
IN ADDITION, SZYCHER UNDERSTANDS AND AGREES THAT A MATERIAL BREACH OF PARAGRAPHS
7, 8, 9, 11, 12 AND/OR 14 HEREIN COULD RESULT IN IRREPARABLE HARM TO THE COMPANY
AND THAT MONEY DAMAGES WOULD NOT PROVIDE AN ADEQUATE REMEDY.
THEREFORE, SZYCHER
AGREES THAT IN ADDITION TO ANY OTHER RIGHTS THAT THE COMPANY MAY HAVE, THE
COMPANY SHALL HAVE THE RIGHT TO SEEK SPECIFIC PERFORMANCE AND INJUNCTIVE RELIEF
IN THE EVENT SZYCHER MATERIALLY BREACHES ANY OF THOSE PARAGRAPHS OF THIS
AGREEMENT.
17.
USE OF THE AGREEMENT AS EVIDENCE.
THIS AGREEMENT MAY NOT BE USED
AS EVIDENCE IN ANY