termination or
expiration of this Separation Agreement and remain in full force and effect for
the applicable periods.
28.
No Advice.
The provisions of this Separation
Agreement are not intended, and should not be construed to be legal, business or
tax advice.
The Company, Executive and any other party having any interest
herein are hereby informed that the U.S. federal tax advice contained in this
document (if any) is not intended or written to be used, and cannot be used, for
the purpose of (i) avoiding penalties under the Code or (ii) promoting,
marketing or recommending to any party any transaction or matter addressed
herein.
EXECUTIVE EXPRESSLY ACKNOWLEDGES, REPRESENTS, AND WARRANTS THAT EXECUTIVE HAS
READ THIS SEPARATION AGREEMENT CAREFULLY; THAT EXECUTIVE FULLY UNDERSTANDS THE
TERMS, CONDITIONS, AND SIGNIFICANCE OF THIS SEPARATION AGREEMENT; THAT THE
COMPANY HAS ADVISED EXECUTIVE TO CONSULT WITH AN ATTORNEY CONCERNING THIS
SEPARATION AGREEMENT; THAT EXECUTIVE HAS HAD A FULL OPPORTUNITY TO REVIEW THIS
SEPARATION AGREEMENT WITH AN ATTORNEY; THAT EXECUTIVE UNDERSTANDS THAT THIS
SEPARATION AGREEMENT HAS BINDING LEGAL EFFECT; AND THAT EXECUTIVE HAS EXECUTED
THIS SEPARATION AGREEMENT FREELY, KNOWINGLY AND VOLUNTARILY.
PLEASE READ CAREFULLY.
THIS SEPARATION AGREEMENT HAS IMPORTANT LEGAL
CONSEQUENCES.
[Signatures appear on next page]
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IN WITNESS WHEREOF, the undersigned have caused this Separation Agreement to be
executed as of the date first written above.
Hong Q. Hou
/s/ Hong Q. Hou
Hong Q. Hou
EMCORE Corporation
/s/ Alfredo Gomez
Name:
Alfredo Gomez
Title:
General Counsel
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