FUTURE COOPERATION.
IN
CONNECTION WITH ANY AND ALL CLAIMS, DISPUTES, NEGOTIATIONS, INVESTIGATIONS,
LAWSUITS OR ADMINISTRATIVE PROCEEDINGS INVOLVING THE COMPANY WHICH RELATE TO
PERIODS OF TIME DURING THE EMPLOYMENT PERIOD (AS DEFINED IN THE AMENDED AND
RESTATED EMPLOYMENT AGREEMENT), THE EMPLOYEE AGREES TO MAKE HIMSELF REASONABLY
AVAILABLE, UPON REASONABLE NOTICE FROM THE COMPANY AND WITHOUT THE NECESSITY OF
SUBPOENA, TO PROVIDE INFORMATION OR DOCUMENTS, PROVIDE DECLARATIONS OR
STATEMENTS TO THE COMPANY, MEET WITH ATTORNEYS OR OTHER REPRESENTATIVES OF THE
COMPANY, PREPARE FOR AND GIVE DEPOSITIONS OR TESTIMONY, AND/OR OTHERWISE
COOPERATE IN THE INVESTIGATION, DEFENSE OR PROSECUTION OF ANY OR ALL SUCH
MATTERS.
THE EMPLOYEE SHALL BE REIMBURSED FOR REASONABLE COSTS AND EXPENSES
INCURRED BY HIM AS A RESULT OF ACTIONS TAKEN PURSUANT TO THIS PARAGRAPH 13.
IT
IS EXPRESSLY AGREED AND UNDERSTOOD THAT THE EMPLOYEE WILL PROVIDE ONLY TRUTHFUL
TESTIMONY IF REQUIRED TO DO SO, AND THAT ANY PAYMENT TO HIM IS SOLELY TO
REIMBURSE HIS EXPENSES
AND COSTS FOR COOPERATION WITH THE COMPANY.
NOTHING IN
THIS PARAGRAPH 13 IS INTENDED TO REQUIRE EMPLOYEE TO EXPEND AN UNREASONABLE
PERIOD OF TIME IN ACTIVITIES REQUIRED BY THIS PARAGRAPH 13.
14.
AMENDMENT.
THIS RELEASE MAY NOT
BE ALTERED, AMENDED, OR MODIFIED EXCEPT IN WRITING SIGNED BY BOTH THE EMPLOYEE
AND THE COMPANY.
15.
JOINT PARTICIPATION.
THE
PARTIES HERETO PARTICIPATED JOINTLY IN THE NEGOTIATION AND PREPARATION OF THIS
RELEASE, AND EACH PARTY HAS HAD THE OPPORTUNITY TO OBTAIN THE ADVICE OF LEGAL
COUNSEL AND TO REVIEW AND COMMENT UPON THE RELEASE.
ACCORDINGLY, IT IS AGREED
THAT NO RULE OF CONSTRUCTION SHALL APPLY AGAINST ANY PARTY OR IN FAVOR OF ANY
PARTY.
THIS RELEASE SHALL BE CONSTRUED AS IF THE PARTIES JOINTLY PREPARED THIS
RELEASE, AND ANY UNCERTAINTY OR AMBIGUITY SHALL NOT BE INTERPRETED AGAINST ONE
PARTY AND IN FAVOR OF THE OTHER.
16.
BINDING EFFECT; ASSIGNMENT.
THIS AGREEMENT AND THE VARIOUS RIGHTS AND OBLIGATIONS ARISING HEREUNDER SHALL
INURE TO THE BENEFIT OF AND BE BINDING UPON THE PARTIES AND THEIR RESPECTIVE
SUCCESSORS, HEIRS, REPRESENTATIVES AND PERMITTED ASSIGNS.
NEITHER PARTY MAY
ASSIGN ITS RESPECTIVE INTERESTS HEREUNDER WITHOUT THE EXPRESS WRITTEN CONSENT OF
THE OTHER PARTY.
17.
APPLICABLE LAW.
THIS RELEASE
SHALL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF
ILLINOIS, AND ANY COURT ACTION COMMENCED TO ENFORCE THIS RELEASE SHALL HAVE AS
ITS SOLE AND EXCLUSIVE VENUE THE COUNTY OF COOK, ILLINOIS.
C-4
18.
EXECUTION OF RELEASE.
THIS
RELEASE MAY BE EXECUTED IN SEVERAL COUNTERPARTS, EACH OF WHICH SHALL BE
CONSIDERED AN ORIGINAL, BUT WHICH WHEN TAKEN TOGETHER, SHALL CONSTITUTE ONE
RELEASE.
PLEASE READ THIS AGREEMENT AND CAREFULLY CONSIDER ALL OF ITS PROVISIONS BEFORE
SIGNING IT.
THIS AGREEMENT CONTAINS A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS,
INCLUDING THOSE UNDER THE FEDERAL AGE DISCRIMINATION IN EMPLOYMENT ACT, AND
OTHER FEDERAL, STATE AND LOCAL LAWS PROHIBITING DISCRIMINATION IN EMPLOYMENT.
If Employee signs this Agreement less than 21 days after he receives it from the
Company, he confirms that he does so voluntarily and without any pressure or
coercion from