The arbitrator shall have the authority
to award preliminary or permanent injunctive relief and interest on any award.
The prevailing party in any such arbitration or in any litigation related to
this Agreement shall be entitled to recover his or its attorneys' fees and
costs, including without limitation, arbitration filing fees and costs,
arbitrator's fees and costs and arbitration proceeding costs.
For purposes
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hereof, any party who succeeds in obtaining a stay or dismissal of any
litigation pending arbitration shall be deemed to be a "prevailing party."
21.
Entire Agreement.
This Agreement is the
entire agreement between Feraro and Unity, there are no oral agreements between
Feraro and Unity not reflected in the Agreement, and no modifications shall be
effective unless in writing and signed by the party against which it is sought
to be enforced.
22.
No Admission of Liability.
Neither the
execution of this Agreement nor any payment or providing any benefit to Feraro
shall be deemed or construed as admission of liability or wrongdoing by Unity or
Feraro.
23.
Revocation.
FERARO MAY REVOKE THIS
AGREEMENT DURING THE PERIOD OF SEVEN (7) DAYS FOLLOWING THE DAY HE SIGNS THE
AGREEMENT (THE "REVOCATION PERIOD").
ANY REVOCATION WITHIN THIS PERIOD MUST BE
SUBMITTED IN WRITING TO UNITY AND STATE, "I HEREBY REVOKE MY ACCEPTANCE OF OUR
AGREEMENT DATED AS OF DECEMBER 31, 2003."
THE REVOCATION MUST BE PERSONALLY
DELIVERED TO MR. DAVID D. DALLAS AND POSTMARKED WITHIN SEVEN (7) DAYS OF THE
SIGNING OF THIS AGREEMENT. THE AGREEMENT SHALL NOT BECOME EFFECTIVE OR
ENFORCEABLE UNTIL THE REVOCATION PERIOD HAS EXPIRED.
IF THE LAST DAY OF THE
REVOCATION PERIOD IS A SATURDAY, SUNDAY OR LEGAL HOLIDAY IN NEW JERSEY, THEN THE
REVOCATION PERIOD SHALL NOT EXPIRE UNTIL THE NEXT FOLLOWING DAY WHICH IS NOT A
SATURDAY, SUNDAY OR LEGAL HOLIDAY.
NO PAYMENT WILL BE MADE UNDER THIS AGREEMENT
UNTIL THE EXPIRATION OF THE REVOCATION PERIOD.
FAILURE OF UNITY TO RECEIVE SUCH
REVOCATION WITHIN THE PERIOD SPECIFIED SHALL BE DEEMED CONCLUSIVE PROOF THAT
FERARO HAS NOT EXERCISED HIS RIGHT TO REVOKE HIS ACCEPTANCE OF THIS AGREEMENT.
PROVIDED THERE IS NO REVOCATION OF THIS AGREEMENT AS PROVIDED FOR HEREIN, THE
DAY AFTER THE LAST DAY OF THE REVOCATION PERIOD SHALL BE DEEMED THE "EFFECTIVE
DATE" OF THIS AGREEMENT.
FERARO HAS BEEN ADVISED THAT HE HAS AT LEAST TWENTY-ONE (21) DAYS TO CONSIDER
THE MEANING AND PRECLUSIVE EFFECT OF THIS AGREEMENT AND THE GENERAL RELEASE
CONTAINED IN THIS AGREEMENT AND FERARO IS HEREBY ADVISED IN WRITING TO CONSULT
WITH AN ATTORNEY PRIOR TO EXECUTION OF THE AGREEMENT AND INDEED FERARO
ACKNOWLEDGES CONSULTING WITH ROGER KAPLAN, ESQ. OF THE FIRM OF WILENTZ, GOLDMAN
& SPITZER.
HAVING ELECTED TO EXECUTE THE AGREEMENT AND THE GENERAL RELEASE
CONTAINED IN THE AGREEMENT, TO FULFILL THE PROMISES SET FORTH HEREIN, AND TO
RECEIVE THEREBY THE SUMS AND BENEFITS SET FORTH IN THE AGREEMENT, FERARO FREELY
AND KNOWINGLY, AND AFTER DUE CONSIDERATION, ENTERS INTO THE AGREEMENT AND
GENERAL RELEASE INTENDING TO WAIVE, SETTLE AND RELEASE ALL
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