SUCCESSORS, HEIRS, DISTRIBUTEES, DEVISEES AND LEGATEES.
THE
EMPLOYEE MAY NOT DELEGATE ANY OF HIS/HER DUTIES, RESPONSIBILITIES, OBLIGATIONS
OR POSITIONS HEREUNDER TO ANY PERSON AND ANY SUCH PURPORTED DELEGATION BY HIM
SHALL BE VOID AND OF NO FORCE AND EFFECT WITH RESPECT TO MATTERS RELATING TO
HIS/HER EMPLOYMENT AND TERMINATION OF EMPLOYMENT.
WITHOUT LIMITING THE
FOREGOING, THE EMPLOYEE'S RIGHTS TO RECEIVE PAYMENTS AND BENEFITS HEREUNDER
SHALL NOT BE ASSIGNABLE OR TRANSFERABLE, OTHER THAN A TRANSFER BY EMPLOYEE'S
WILL OR BY THE LAWS OF DESCENT AND DISTRIBUTION.
16.
NOTICES.
ANY NOTICES REQUIRED OR PERMITTED
TO BE GIVEN UNDER THIS AGREEMENT SHALL BE SUFFICIENT IF IN WRITING, AND IF
PERSONALLY DELIVERED OR WHEN SENT BY FIRST CLASS CERTIFIED OR REGISTERED MAIL,
POSTAGE PREPAID, RETURN RECEIPT REQUESTED - IN THE CASE OF THE EMPLOYEE, TO
HIS/HER RESIDENCE ADDRESS AS SET FORTH BELOW, AND IN THE CASE OF THE COMPANY, TO
THE ADDRESS OF ITS PRINCIPAL PLACE OF BUSINESS AS SET FORTH BELOW, IN CARE OF
THE CHAIRMAN OF THE BOARD - OR TO SUCH OTHER PERSON OR AT SUCH OTHER ADDRESS
WITH RESPECT TO EACH PARTY AS SUCH PARTY SHALL NOTIFY THE OTHER IN WRITING.
17.
PRONOUNS.
PRONOUNS STATED IN EITHER THE
MASCULINE, FEMININE OR NEUTER GENDER SHALL INCLUDE THE MASCULINE, FEMININE AND
NEUTER.
18.
ENTIRE AGREEMENT.
EXCEPT AS SET FORTH IN
ANY CONFIDENTIALITY, NON-SOLICITATION OR NON-COMPETITION AGREEMENT TO WHICH YOU
ARE A PARTY, THIS AGREEMENT CONTAINS THE ENTIRE AGREEMENT OF THE PARTIES
CONCERNING THE MATTERS SET FORTH HEREIN AND ALL PROMISES, REPRESENTATIONS,
UNDERSTANDINGS, ARRANGEMENTS AND PRIOR AGREEMENTS REGARDING THE SUBJECT MATTER
HEREOF ARE MERGED HEREIN AND SUPERSEDED HEREBY.
THE PROVISIONS OF THIS
17
AGREEMENT MAY NOT BE AMENDED, MODIFIED, REPEALED, WAIVED, EXTENDED OR DISCHARGED
EXCEPT BY AN AGREEMENT IN WRITING SIGNED BY THE PARTY AGAINST WHOM ENFORCEMENT
OF ANY AMENDMENT, MODIFICATION, REPEAL, WAIVER, EXTENSION OR DISCHARGE IS
SOUGHT; PROVIDED, HOWEVER, THAT THE COMPANY MAY AMEND THIS AGREEMENT FROM TIME
TO TIME WITHOUT EMPLOYEE'S CONSENT TO THE EXTENT DEEMED NECESSARY OR
APPROPRIATE, IN ITS SOLE DISCRETION, TO EFFECT COMPLIANCE WITH SECTION 409A OF
THE CODE, INCLUDING REGULATIONS AND INTERPRETATIONS THEREUNDER, WHICH AMENDMENTS
MAY RESULT IN A REDUCTION OF BENEFITS PROVIDED HEREUNDER AND/OR OTHER
UNFAVORABLE CHANGES TO EMPLOYEE.
NO PERSON ACTING OTHER THAN PURSUANT TO A
RESOLUTION OF THE BOARD OF DIRECTORS (OR ITS DESIGNEE) SHALL HAVE AUTHORITY ON
BEHALF OF THE COMPANY TO AGREE TO AMEND, MODIFY, REPEAL, WAIVE, EXTEND OR
DISCHARGE ANY PROVISION OF THIS AGREEMENT OR ANYTHING IN REFERENCE THERETO OR TO
EXERCISE ANY OF THE COMPANY'S RIGHTS TO TERMINATE OR TO FAIL TO EXTEND THIS
AGREEMENT.
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IN WITNESS WHEREOF, the Company has caused this Agreement to be executed by its
officers thereunto duly authorized, and the Employee has hereunto set his/her
hand, all as of the day and year first above written.
ATTEST:
EQUITABLE RESOURCES, INC.
/s/ Kimberly L. Sachse
/s/ Charlene Petrelli
By:
Charlene Petrelli
Title:
Vice President and Chief HR Officer
Address:
225 North Shore Drive, 6th Floor
Pittsburgh, PA 15212
WITNESS:
/s/ Janet Bradish-Klein
/s/