OR ADDITIONAL FACTS OR THE DISCOVERY OF SUCH FACT.
ACCORDINGLY, HENRY
HEREBY AGREES THAT HE FULLY AND FOREVER WAIVES ANY AND ALL RIGHTS AND BENEFITS
CONFERRED UPON HIS BY THE PROVISIONS OF SECTION 1542 OF THE CIVIL CODE OF THE
STATE OF CALIFORNIA WHICH STATES AS FOLLOWS (PARENTHETICALS ADDED):
A general release does not extend to claims which the creditor [i.e., Henry]
does not know or suspect to exist in his 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 [i.e., the Company].
4.
CONFIDENTIALITY & NON-DISCLOSURE.
HENRY HEREBY AGREES THAT HE WILL NOT,
WITHOUT COMPULSION OF LEGAL PROCESS, DISCLOSE TO ANY THIRD PARTY ANY OF THE
TERMS OF THIS AGREEMENT, INCLUDING THE AMOUNT REFERRED TO HEREIN, EITHER BY
SPECIFIC DOLLAR AMOUNTS OR BY NUMBER OF "FIGURES" OR OTHERWISE, NOR SHALL HE
DISCLOSE THAT THE FACT OF THE PAYMENT OF SAID DOLLAR AMOUNT, EXCEPT THAT HE MAY
DISCLOSE SUCH INFORMATION TO HIS SPOUSE AND HE MAY DISCLOSE SUCH INFORMATION TO
HIS ATTORNEYS AND ACCOUNTANTS TO WHOM, AND ONLY TO THE EXTENT, DISCLOSURE IS
NECESSARY TO EFFECT THE PURPOSES FOR WHICH HENRY HAS CONSULTED SUCH ATTORNEYS
AND ACCOUNTANTS.
HENRY AGREES THAT IN CONNECTION WITH ANY DISCLOSURE PERMITTED
HEREUNDER, HENRY SHALL CAUSE SUCH THIRD PARTY TO WHOM DISCLOSURE HAS BEEN MADE,
INCLUDING HIS SPOUSE, TO AGREE TO COMPLY WITH THIS COVENANT OF CONFIDENTIALITY
AND NON-DISCLOSURE, AND IN THE EVENT SUCH THIRD PARTY BREACHES THIS COVENANT OF
CONFIDENTIALITY AND NON-DISCLOSURE, SUCH BREACH SHALL BE DEEMED TO HAVE BEEN
COMMITTED BY HENRY.
5.
COBRA CONTINUATION.
HENRY HEREBY AGREES THAT HE WILL NOTIFY ALIGN'S
HUMAN RESOURCES DEPARTMENT WHEN HE BECOMES ELIGIBLE FOR MEDICAL COVERAGE WITH A
SUBSEQUENT EMPLOYER OR OTHERWISE.
6.
NO OTHER PENDING CLAIMS.
HENRY HEREBY REPRESENTS AND WARRANTS THAT HE
HAS NEITHER FILED NOR SERVED ANY CLAIM, DEMAND, SUIT OR LEGAL PROCEEDING AGAINST
THE COMPANY.
7.
NO PRIOR ASSIGNMENTS.
HENRY HEREBY REPRESENTS AND WARRANTS THAT HE HAS
NOT ASSIGNED OR TRANSFERRED, OR PURPORTED TO ASSIGN OR TRANSFER, TO ANY THIRD
PERSON OR ENTITY ANY CLAIM, RIGHT, LIABILITY, DEMAND, OBLIGATION, EXPENSE,
ACTION OR CAUSES OF ACTION BEING WAIVED OR RELEASED PURSUANT TO THIS AGREEMENT.
8.
MATERIAL INDUCEMENTS.
HENRY HEREBY AGREES AND ACKNOWLEDGES THAT THE
RELEASES, WAIVERS AND PROMISES CONTAINED IN THIS AGREEMENT, INCLUDING THE
PROMISES OF CONFIDENTIALITY AND NON-DISCLOSURE, ARE MATERIAL INDUCEMENTS FOR THE
CONSIDERATION DESCRIBED IN SECTION A., ABOVE.
9.
AGREEMENT INURES TO ALIGN.
HENRY HEREBY AGREES AND UNDERSTANDS THAT THIS
AGREEMENT SHALL BIND HIM, AND HIS HEIRS, EXECUTORS, ADMINISTRATORS AND AGENTS
THEREOF AND THAT IT INURES TO THE BENEFIT OF ALIGN AND ITS CURRENT AND FORMER
OFFICERS, DIRECTORS, ATTORNEYS, SHAREHOLDERS, PREDECESSORS, SUCCESSORS,
AFFILIATED OR RELATED COMPANIES, AGENTS, EMPLOYEES AND ASSIGNEES THEREOF.
10.
PROPRIETARY INFORMATION.
HENRY HEREBY ACKNOWLEDGES AND AGREES THAT (A) HE
IS BOUND BY, AND HAS CONTINUING OBLIGATIONS UNDER, THE PROPRIETARY INFORMATION
AND INVENTIONS AGREEMENT ("PIIA") SIGNED BY HIM ON NOVEMBER 28, 2005 AND THE
EMPLOYMENT AGREEMENT BY AND BETWEEN HENRY AND ALIGN