ACT, 29 U.S.C.
§§ 651 ET SEQ., AS AMENDED, THE TEXAS DISCRIMINATION, RETALIATION, AND WRONGFUL
DISCHARGE LAWS, INCLUDING WITHOUT LIMITATION TEX. LAB. CODE §§ 21.001 ET SEQ.,
451.001, AND 411.082, AS AMENDED, TEX. CIV. PRAC. & REM. CODE § 122.001, AS
AMENDED, TEX. GOV'T. CODE §§ 431.005, 431.006, 554.001, AND 554.002, AS AMENDED,
TEX. ELEC. CODE §§ 253.102, 276.001, AND 276.004, AS AMENDED, AND TEX. HEALTH &
SAFETY CODE §§ 81.102 AND 165.002, AS AMENDED, THE TEXAS PAY DAY LAWS, INCLUDING
WITHOUT LIMITATION TEX. LAB. CODE §§ 61.001 ET SEQ. AND 62.001 ET SEQ., AS
AMENDED, AND ALL OTHER CONSTITUTIONAL, FEDERAL, STATE, LOCAL, AND MUNICIPAL LAW
CLAIMS, WHETHER STATUTORY, REGULATORY, COMMON LAW OR OTHERWISE, ARISING OUT OF
OR RELATING TO ANY AND ALL DISPUTES NOW EXISTING BETWEEN EMPLOYEE AND THE
COMPANY, WHETHER RELATED TO OR IN ANY WAY GROWING OUT OF, RESULTING FROM, OR TO
RESULT FROM THE EMPLOYEE'S EMPLOYMENT WITH THE COMPANY AND/OR TERMINATION OR
RESIGNATION FROM EMPLOYMENT WITH THE COMPANY, FOR OR BECAUSE OF ANY MATTER OR
THING DONE, OMITTED, OR ALLOWED TO BE DONE BY, THE EMPLOYEE, THE COMPANY OR THE
OTHER HEELYS RELEASEES, FOR ANY INCIDENTS, INCLUDING THOSE PAST AND PRESENT,
WHICH EXISTED AT ANY TIME PRIOR TO AND/OR CONTEMPORANEOUSLY WITH THE EFFECTIVE
DATE OF THIS AGREEMENT, INCLUDING ALL PAST, PRESENT, AND FUTURE DAMAGES,
INJURIES, COSTS, EXPENSES, FEES, EFFECTS, AND RESULTS IN ANY WAY RELATED TO OR
CONNECTED WITH SUCH INCIDENTS.
C.
NOTWITHSTANDING ANYTHING TO THE
CONTRARY HEREIN, THE COMPANY OR HEELYS, INC.'S OBLIGATIONS TO EMPLOYEE UNDER THE
INDEMNIFICATION AGREEMENT AND THIS AGREEMENT ARE NOT RELEASED, ARE NOT AFFECTED,
AND EXPRESSLY SURVIVE THE RELEASE HEREIN IN ALL RESPECTS.
SIMILARLY, THE
COMPANY OR HEELYS, INC.'S INDEMNIFICATION OBLIGATIONS TO EMPLOYEE UNDER
HEELYS, INC.'S ARTICLES OF INCORPORATION AND BYLAWS OR AT LAW ARE NOT RELEASED,
ARE NOT AFFECTED, AND EXPRESSLY SURVIVE THE RELEASE HEREIN.
AS OF THE EFFECTIVE
DATE OF THIS AGREEMENT, TO THE COMPANY'S KNOWLEDGE, EMPLOYEE HAS FULLY COMPLIED
WITH THE INDEMNIFICATION AGREEMENT.
3.
SEVERANCE COMPENSATION TERMS:
SUBJECT TO THE TERMS OF SECTIONS 7 AND 15 HEREIN, THE PARTIES AGREE TO THE
FOLLOWING TERMS OF SEVERANCE COMPENSATION ("SEVERANCE COMPENSATION"):
A.
THE COMPANY SHALL PAY EMPLOYEE OR HIS
ESTATE FOURTEEN (14) MONTHS SEVERANCE AMOUNTING TO THE TOTAL SUM OF FOUR HUNDRED
AND SIXTY-SIX THOUSAND, SIX HUNDRED AND SIXTY-SIX AND 67/100 DOLLARS
($466,666.67), MINUS TAX-RELATED DEDUCTIONS (THE "SEVERANCE PROCEEDS"), IN FULL
COMPROMISE AND SETTLEMENT.
THE SEVERANCE PROCEEDS WILL BE PAID OUT (I) OVER A
FIVE MONTH PERIOD, IN TEN (10) SEMI-MONTHLY INSTALLMENTS OF SIXTEEN
3
THOUSAND, SIX HUNDRED AND SIXTY-SIX AND 67/100 DOLLARS ($16,666.67), IN
ACCORDANCE WITH THE NORMAL PAYROLL PRACTICES AND POLICIES OF THE COMPANY,
BEGINNING SIX (6) MONTHS AFTER THE EFFECTIVE DATE, FOLLOWED BY (II) ONE LUMP SUM
PAYMENT OF THREE HUNDRED THOUSAND AND 00/100 DOLLARS ($300,000.00), IN THE MONTH
FOLLOWING THE COMPLETION OF THE INSTALLMENT PAYMENTS, IN ALL CASES MINUS
TAX-RELATED DEDUCTIONS.
THE SEVERANCE PROCEEDS ARE IN ADDITION TO ANY
COMPENSATION PREVIOUSLY ACCRUED OR PAID TO EMPLOYEE.
B.
IF EMPLOYEE ELECTS CONTINUATION COVERAGE
(WITH RESPECT TO