COMPANY
ALL OF HIS KEYS TO THE COMPANY'S PREMISES AND HIS COMPANY LAPTOP.
IT IS
UNDERSTOOD AND AGREED THAT DR. OWENS SHALL RETURN ALL OTHER PROPERTY IN HIS
POSSESSION WHICH BELONGS TO THE COMPANY IMMEDIATELY UPON DEMAND THEREFOR.
DR.
OWENS SPECIFICALLY PROMISES AND AGREES THAT HE SHALL NOT RETAIN COPIES OF ANY
COMPANY DOCUMENTS OR FILES FOLLOWING THE TERMINATION OF THIS AGREEMENT.
18.
ATTORNEYS' FEES.
EACH PARTY SHALL BE RESPONSIBLE FOR ITS OWN LEGAL
FEES INCURRED IN CONNECTION WITH THE ENTERING INTO OF THIS AGREEMENT.
19.
PERIOD TO CONSIDER TERMS OF AGREEMENT.
DR. OWENS ACKNOWLEDGES THAT
THIS AGREEMENT WAS FIRST PRESENTED TO HIM ON SEPTEMBER 5, 2006, THAT THE TERMS
OF THIS AGREEMENT HAVE BEEN NEGOTIATED BY BOTH PARTIES, AND THAT HE IS ENTITLED
TO HAVE 21 DAYS' TIME IN WHICH TO CONSIDER THE AGREEMENT.
DR. OWENS
ACKNOWLEDGES THAT HE UNDERSTANDS THAT HE HAS THE RIGHT TO OBTAIN THE ADVICE AND
COUNSEL FROM THE LEGAL REPRESENTATIVE OF HIS CHOICE, AND THAT HE EXECUTES THIS
AGREEMENT HAVING HAD SUFFICIENT TIME WITHIN WHICH TO CONSIDER ITS TERMS.
DR.
OWENS REPRESENTS THAT IF HE EXECUTES THIS AGREEMENT BEFORE 21 DAYS HAVE ELAPSED,
HE DOES SO VOLUNTARILY, AND THAT HE VOLUNTARILY WAIVES ANY REMAINING
CONSIDERATION PERIOD.
20.
REVOCATION OF AGREEMENT.
DR. OWENS UNDERSTANDS THAT AFTER
EXECUTING THIS AGREEMENT, HE HAS THE RIGHT TO REVOKE IT WITHIN SEVEN (7) DAYS
AFTER HIS EXECUTION OF IT.
DR. OWENS UNDERSTANDS THAT THIS AGREEMENT WILL NOT
BECOME EFFECTIVE AND ENFORCEABLE UNLESS THE SEVEN DAY REVOCATION PERIOD PASSES
AND DR. OWENS DOES NOT REVOKE THE AGREEMENT IN WRITING.
DR. OWENS UNDERSTANDS
THAT THIS AGREEMENT MAY NOT BE REVOKED AFTER THE SEVEN DAY REVOCATION PERIOD HAS
PASSED.
DR. OWENS UNDERSTANDS THAT ANY REVOCATION OF THIS AGREEMENT MUST BE
MADE IN WRITING AND DELIVERED TO THE COMPANY (TO THE ATTENTION OF JOHN LYON)
WITHIN THE SEVEN DAY PERIOD, AND THAT IF HE DOES SO REVOKE THE AGREEMENT, HE
SHALL NOT BE ENTITLED TO RECEIVE ANY OF THE BENEFITS DESCRIBED HEREIN.
21.
EFFECTIVE DATE.
THIS AGREEMENT SHALL BECOME EFFECTIVE ON THE
EIGHTH (8TH) DAY AFTER EXECUTION BY DR. OWENS, SO LONG AS DR. OWENS HAS NOT
REVOKED IT WITHIN THE TIME AND IN THE MANNER SPECIFIED IN SECTION 20 OF THIS
AGREEMENT.
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
-7-
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
dates below:
Dated: September 5, 2006
/s/ Michael H. Owens
Michael H. Owens, M.D.
iVOW, INC.
Dated: September 5, 2006
By:
/s/ John R. Lyon
John R. Lyon
Chairman of the Board
[SIGNATURE PAGE TO SEPARATION AGREEMENT]
-8-
Exhibit A
RELEASE
Certain capitalized terms used in this Release are defined in the Separation
Agreement (the "Agreement") which each party hereto has executed and of which
this Release is a part.
Except as otherwise set forth in this Release, each party hereto hereby
releases, acquits and forever discharges the other party, such other party's
parents and subsidiaries, and their officers, directors, agents, servants,
employees, shareholders, successors, assigns