THE CONSULTING AGREEMENT WILL APPLY TO ANY CONFIDENTIAL INFORMATION
(AS THEREIN DEFINED) OR TRADE SECRETS MADE KNOWN TO EMPLOYEE DURING THE PERIOD
THAT HE IS CONSULTING FOR EMPLOYER.
H.
LONG TERM CARE POLICY.
EMPLOYEE MAY
CONTINUE HIS LONG TERM CARE POLICY BY PAYING THE PREMIUM.
INVOICE WILL BE SENT
DIRECT TO EMPLOYEE FROM THE CARRIER.
I.
WITHHOLDING.
ALL PAYMENTS HEREUNDER
WILL BE SUBJECT TO APPLICABLE WITHHOLDING.
4.
EMPLOYEE IS NOT RELEASING EMPLOYER FROM ANY OBLIGATION CONCERNING
ANY CLAIM FOR UNEMPLOYMENT COMPENSATION EMPLOYEE MAY MAKE.
EMPLOYER AGREES NOT
TO PROTEST ANY UNEMPLOYMENT COMPENSATION CLAIM IF EMPLOYEE'S FACTUAL INFORMATION
PROVIDED TO SUPPORT THE CLAIM IS TRUTHFUL.
5.
EMPLOYEE ACKNOWLEDGES THAT HE CONTINUES TO BE BOUND BY
CONFIDENTIALITY OBLIGATIONS AS IMPOSED BY LAW OR AS REFERENCED IN THE
ACKNOWLEDGEMENT OF AND AGREEMENT WITH RESPECT TO ONGOING CONFIDENTIALITY
OBLIGATIONS, ATTACHED AS ATTACHMENT 4.
6.
EMPLOYEE FURTHER AGREES TO ASSIST IN A SMOOTH TRANSITION, TO NOT
BE DISRUPTIVE, AND TO COOPERATE WITH EMPLOYER CONCERNING THIS CHANGE IN
EMPLOYMENT STATUS.
7.
EMPLOYEE WILL RETURN ON OR BEFORE DECEMBER 31, 2006, THE LAPTOP
COMPUTER AND MOBILE PHONE AND OTHER COMPANY PROPERTY, IF ANY, IN HIS POSSESSION.
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8.
EMPLOYEE UNDERSTANDS AND AGREES THAT THE PROVISIONS OF THIS
RELEASE AND THE REQUIREMENT THAT THE RELEASE BE SIGNED IN ORDER FOR EMPLOYEE TO
RECEIVE THE SEPARATION BENEFIT DO NOT CONSTITUTE AN ADMISSION OF ANY LIABILITY
TO EMPLOYEE AND THAT EMPLOYER EXPRESSLY DENIES ANY SUCH LIABILITY.
9.
EMPLOYEE DOES NOT WAIVE ANY RIGHTS OR CLAIMS THAT MAY ARISE AFTER
THE DATE THIS RELEASE IS SIGNED.
10.
EMPLOYEE AGREES THAT PRIOR TO DECEMBER 31, 2007 HE WILL NOT,
WITHOUT THE PRIOR WRITTEN CONSENT OF THE COMPANY, (A) EXCEPT ON BEHALF OF THE
EMPLOYER IN HIS CAPACITY AS CONSULTANT FOR THE EMPLOYER, REPRESENT, APPROACH,
SOLICIT, HIRE OR OTHERWISE DEAL WITH, DIRECTLY OR INDIRECTLY, ANY PERSON
ASSOCIATED WITH A CUSTOMER OF THE COMPANY WITH WHOM HE HAD CONTACT DURING THE
PERIOD OF HIS EMPLOYMENT WITH EMPLOYER REGARDING THE WHEAT PROTEIN, STARCH OR
RESIN INGREDIENTS BUSINESS ("BUSINESS") OR (B) EMPLOY OR RETAIN OR SOLICIT FOR
EMPLOYMENT OR RETENTION BY ANY OTHER PERSON, ANY EMPLOYEE OF THE EMPLOYER.
EMPLOYEE HEREBY ACKNOWLEDGES THAT THE REMEDIES AT LAW OF THE EMPLOYER FOR ANY
BREACH OF EMPLOYEE'S OBLIGATIONS CONTAINED IN THIS SECTION WOULD BE INADEQUATE
AND THE EMPLOYER SHALL BE ENTITLED TO INJUNCTIVE RELIEF OR ANY OTHER EQUITABLE
RELIEF FOR ANY VIOLATION HEREOF AND EMPLOYEE, IN ANY EQUITABLE PROCEEDING,
AGREES NOT TO CLAIM THAT A REMEDY AT LAW IS AVAILABLE TO THE EMPLOYER.
11.
EMPLOYER HEREBY ADVISES EMPLOYEE IN WRITING TO CONSULT WITH AN
ATTORNEY PRIOR TO EXECUTING THIS RELEASE, AND EMPLOYEE HAS BEEN GIVEN A PERIOD
OF AT LEAST 21 DAYS WITHIN WHICH TO CONSIDER THIS RELEASE, BUT EMPLOYEE MAY
ACCEPT OR REJECT ITS TERMS, IF HE CHOOSES, AT ANY TIME PRIOR TO THE EXPIRATION
OF THE 21 DAY PERIOD (12/11/06).
FOR A PERIOD OF SEVEN DAYS FOLLOWING THE
SIGNING OF THIS RELEASE, EMPLOYEE MAY REVOKE THE RELEASE
5
AND THE RELEASE SHALL NOT BECOME