SEISMIC SERVICES INDUSTRY FOR A PERIOD OF TWO YEARS AFTER
THE DATE HEREOF PROVIDED THE PAYMENTS DESCRIBED IN SUBPARAGRAPH (A) ABOVE ARE
MADE, AND YOUR NON-COMPETE IS RESTRICTED TO AREAS WHERE THE COMPANY AND ITS
SUBSIDIARIES ARE OPERATING AT THE DATE HEREOF, AND (II) YOU AGREE TO EXECUTE
SUCH ADDITIONAL NON-DISCLOSURE AND CONFIDENTIALITY AGREEMENTS WITH RESPECT TO
THE COMPANY'S PROPRIETARY OR CONFIDENTIAL INFORMATION AS THE COMPANY MAY
REASONABLY REQUEST.
YOU AGREE TO RETURN TO THE COMPANY, WITHIN TEN (10) DAYS
AFTER THE DATE OF THIS LETTER AGREEMENT, ALL DOCUMENTS, PROPERTY AND EQUIPMENT,
INCLUDING YOUR COMPUTER, OF THE COMPANY WHICH ARE IN YOUR CONTROL.
DURING SUCH
TEN-DAY PERIOD, YOU WILL DELETE ALL PERSONAL FILES AND INFORMATION FROM YOUR
LAPTOP COMPUTER.
AFTER YOUR COMPUTER IS RETURNED TO THE COMPANY, IT WILL BE
PRESERVED AND MADE AVAILABLE TO YOU, AS NECESSARY, SO THAT YOU MAY RESPOND TO
QUESTIONS FROM THE COMPANY DURING THE SIX-MONTH PERIOD AFTER THE DATE OF THIS
LETTER AGREEMENT.
You may accept this proposal by executing and returning a signed
copy of this letter and Exhibit A hereto to the undersigned.
Upon your
execution, this shall form a binding letter agreement between you and the
Company (the "Letter Agreement") subject, however, to your right of revocation
as specified in paragraph 2 below.
If accepted, the following provisions shall
apply.
1.
RELEASE.
IN CONSIDERATION FOR THE
TERMINATION SETTLEMENT DESCRIBED ABOVE, YOU AGREE (ON BEHALF OF YOURSELF AND
ANYONE WHO MAY NOW OR HEREAFTER HAVE THE RIGHT TO CLAIM OR SUE FOR OR THROUGH
YOU), YOUR DESCENDANTS, HEIRS, EXECUTORS, ADMINISTRATORS, AND ASSIGNS, PROMISE
NEVER TO CLAIM OR SUE OR CAUSE OTHERS TO CLAIM OR SUE THE RELEASED PARTIES (AS
HEREAFTER DEFINED) FOR ANYTHING HEREINAFTER DEFINED AS RELEASED CLAIMS AND YOU
HEREBY FOREVER RELEASE AND DISCHARGE THE COMPANY, ITS AFFILIATES AND ASSIGNS
TOGETHER WITH ITS PAST AND PRESENT DIRECTORS, OFFICERS, AGENTS, INSURERS AND
EMPLOYEES (COLLECTIVELY THE "RELEASED PARTIES"), OF AND FROM ANY AND ALL CLAIMS,
DEMANDS, OBLIGATIONS, DAMAGES OR LIABILITIES OF ANY KIND WHATSOEVER, AT LAW, IN
EQUITY, OR OTHERWISE (COLLECTIVELY THE "RELEASED CLAIMS"), WHETHER KNOWN OR
UNKNOWN, SUSPECTED OR UNSUSPECTED, WHICH YOU NOW OWN OR HOLD OR HAVE EVER OWNED
OR HELD AGAINST THE RELEASED PARTIES.
THE RELEASED CLAIMS INCLUDE ALL CLAIMS
ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR EMPLOYMENT, YOUR TERMINATION OF
EMPLOYMENT, OR ANY OTHER TRANSACTIONS, OCCURRENCES, ACTS, OR OMISSIONS, OR ANY
LOSSES, DAMAGE, OR INJURY WHATSOEVER, WHETHER KNOWN OR UNKNOWN, SUSPECTED OR
UNSUSPECTED, RESULTING FROM ANY ACT OR OMISSION OF ANY OF THE RELEASED PARTIES,
COMMITTED OR OMITTED PRIOR TO THE DATE OF THIS RELEASE.
THE RELEASED CLAIMS
INCLUDE, WITHOUT LIMITATION, CLAIMS
2
UNDER TITLE VII OF THE CIVIL RIGHTS ACT OF 1964, 42 U.S.C. § 2000E; THE CIVIL
RIGHTS ACT OF 1966, 42 U.S.C. § 1981; THE AMERICANS WITH DISABILITIES ACT, 42
U.S.C. § 12101 ET SEQ.; ANY CLAIM FOR SEVERANCE PAY, BONUS, SALARY, SICK LEAVE,
HOLIDAY PAY, VACATION PAY, LIFE INSURANCE, HEALTH OR MEDICAL INSURANCE, OR ANY
OTHER FRINGE BENEFIT, COMPENSATION, OR DISABILITY