THE CONFIDENTIALITY AGREEMENT AND SHALL CONTINUE TO COMPLY WITH THE TERMS AND
CONDITIONS OF THE CONFIDENTIALITY AGREEMENT AS THEREIN PROVIDED.
ON OR BEFORE
THE TERMINATION DATE, UNLESS EARLIER REQUESTED BY THE COMPANY, EXECUTIVE SHALL
RETURN ALL OF COMPANY'S PROPERTY AND TANGIBLE PROPRIETARY INFORMATION IN HIS
POSSESSION TO COMPANY.
4.
PAYMENT OF SALARY.
NOT LATER THAN THE TERMINATION DATE, THE
COMPANY SHALL DELIVER TO EXECUTIVE A CHECK REPRESENTING ALL SALARY DUE AND OWING
AS OF THAT DATE, INCLUDING ANY ACCRUED VACATION PAY AND ACCRUED PAID TIME OFF
(WHICH THE PARTIES AGREE IS AN AGGREGATE OF $19,496.80, LESS APPLICABLE
WITHHOLDING IN ACCORDANCE WITH COMPANY'S PAST PRACTICES).
EXECUTIVE HEREBY
ACKNOWLEDGES AND REPRESENTS THAT UPON RECEIPT OF SAID PAYMENT, THE COMPANY HAS
PAID ALL SALARY, WAGES, BONUSES, ACCRUED VACATION, COMMISSIONS AND ANY AND ALL
OTHER BENEFITS DUE TO EXECUTIVE THROUGH THE TERMINATION DATE.
5.
RELEASE OF CLAIMS BY EXECUTIVE.
EXECUTIVE AGREES THAT THE
FOREGOING CONSIDERATION REPRESENTS SETTLEMENT IN FULL OF ALL OUTSTANDING
OBLIGATIONS OWED TO EXECUTIVE BY COMPANY AND ITS OFFICERS, DIRECTORS, MANAGERS,
SUPERVISORS, AGENTS AND EMPLOYEES RELATING TO HIS EMPLOYMENT BY THE COMPANY.
EXECUTIVE, ON HIS OWN BEHALF, AND ON BEHALF OF HIS RESPECTIVE HEIRS, FAMILY
MEMBERS, EXECUTORS, AGENTS, AND ASSIGNS, HEREBY FULLY AND FOREVER RELEASES
COMPANY AND ITS OFFICERS, DIRECTORS, MANAGERS, AGENTS, EMPLOYEES, INVESTORS,
STOCKHOLDERS, ADMINISTRATORS, AFFILIATES, DIVISIONS, SUBSIDIARIES, PREDECESSOR
AND SUCCESSOR CORPORATIONS, AND ASSIGNS, FROM, AND AGREES NOT TO SUE CONCERNING,
ANY CLAIM, DUTY, OBLIGATION OR CAUSE OF ACTION RELATING TO ANY MATTERS OF ANY
KIND, WHETHER PRESENTLY KNOWN OR UNKNOWN, SUSPECTED OR UNSUSPECTED, THAT
EXECUTIVE MAY POSSESS ARISING FROM ANY OMISSIONS, ACTS OR FACTS THAT HAVE
OCCURRED UP UNTIL AND INCLUDING THE EFFECTIVE DATE OF THIS AGREEMENT RELATING TO
HIS EMPLOYMENT BY THE COMPANY AND THE TERMINATION THEREOF INCLUDING, WITHOUT
LIMITATION:
(A)
ANY AND ALL CLAIMS RELATING TO OR ARISING FROM EXECUTIVE'S
EMPLOYMENT RELATIONSHIP WITH COMPANY AND THE TERMINATION OF THAT RELATIONSHIP;
(B)
ANY AND ALL CLAIMS RELATING TO, OR ARISING FROM, EXECUTIVE'S RIGHT
TO PURCHASE, OR ACTUAL PURCHASE OR SALE OF SHARES OF CAPITAL STOCK OF COMPANY,
INCLUDING, WITHOUT LIMITATION, ANY CLAIMS FOR FRAUD, MISREPRESENTATION, BREACH
OF FIDUCIARY DUTY, BREACH OF DUTY UNDER APPLICABLE STATE CORPORATE LAW, AND
SECURITIES FRAUD UNDER ANY STATE OR FEDERAL LAW;
3
(C)
ANY AND ALL CLAIMS UNDER THE LAW OF ANY JURISDICTION INCLUDING,
BUT NOT LIMITED TO, WRONGFUL DISCHARGE OF EMPLOYMENT; CONSTRUCTIVE DISCHARGE
FROM EMPLOYMENT; TERMINATION IN VIOLATION OF PUBLIC POLICY; DISCRIMINATION;
BREACH OF CONTRACT, BOTH EXPRESS AND IMPLIED; BREACH OF A COVENANT OF GOOD FAITH
AND FAIR DEALING, BOTH EXPRESS AND IMPLIED; PROMISSORY ESTOPPEL; NEGLIGENT OR
INTENTIONAL INFLICTION OF EMOTIONAL DISTRESS; NEGLIGENT OR INTENTIONAL
MISREPRESENTATION; NEGLIGENT OR INTENTIONAL INTERFERENCE WITH CONTRACT OR
PROSPECTIVE ECONOMIC ADVANTAGE; UNFAIR BUSINESS PRACTICES; DEFAMATION; LIBEL;
SLANDER; NEGLIGENCE; PERSONAL INJURY; ASSAULT; BATTERY; INVASION OF PRIVACY;
FALSE IMPRISONMENT; AND CONVERSION;
(D)
ANY AND ALL CLAIMS FOR VIOLATION OF ANY FEDERAL, STATE OR
MUNICIPAL STATUTE, INCLUDING, BUT NOT LIMITED TO, TITLE VII OF THE CIVIL RIGHTS
ACT OF 1964, THE CIVIL RIGHTS ACT OF 1991, THE AGE DISCRIMINATION IN