Common use of Payment Obligations Absolute Clause in Contracts

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the Company’s obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the The Company’s obligation during and after the Employment Period to pay the Executive the amounts and to make the payments benefit and the other arrangements provided for herein shall be absolute and unconditional, unconditional and shall not be affected by any circumstances circumstances, including, without limitation, any offsetsetoff, counterclaim, recoupment, defense, defense or other right which the Company may have against the Executive him or anyone else, except as provided in Section 20. All Executive shall not be required to mitigate damages or the amount of any payment provided for under this Agreement by seeking other employment or otherwise, and compensation earned from such employment or otherwise shall not reduce the amounts otherwise payable under this Agreement. Except as provided in Section 9(b) and Section 15, all amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall will not seek to recover all or any part of such payment from the Executive Executive, or from whomsoever may be entitled thereto, for any reasons reason whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 hereinthis Article 6 and Article 7, the Company’s obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which that the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Article 6 and in Article 7, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided set forth in Section 9.8 hereinSections 2.3(d), 3.3, 4.7 and 9.6 or otherwise required by law, the Company’s obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive Officer or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive Officer or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive Officer shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h2.3(d) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 hereinthis Article 6 and Article 7, the Company’s obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which that the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Article 6 and in Article 7, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, The Company's obligation to pay the Company’s obligation Executive's Total Compensation and all other sums due pursuant to this Agreement and to make the payments and the appropriate arrangements as provided for herein shall be absolute and unconditional, unconditional and shall not be affected by any circumstances includingcircumstances, including without limitation, any offsetset-off, counterclaim, recoupment, defense, recoupment defense or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demanddemand except as provided herein. Each and every payment made hereunder by the Company shall be final, final and except as provided in Section 9.8 herein, the Company shall will not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons reason whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations 's obligation to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the The Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Subject to the provision set forth in Section 8.1 and 8.2, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h4.3(c) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein7 hereof, the Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in Section 7 hereof, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive Executives or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided set forth in the last sentence of Section 9.8 herein5(d), the Company’s 's obligation to pay Executive the severance benefits and to make the payments and the arrangements provided for herein shall be absolute and unconditional, unconditional and shall not be affected by any circumstances including, without limitation, any offsetset-off, counterclaim, recoupment, defense, defense or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company whether or not paid through the Trust shall be final, final and except as provided in Section 9.8 herein, the Company shall will not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons reason whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 hereinthis Article 7 and Articles 6 and 8, the Company’s obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which that the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Article 7 and in Article 8, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.. CIC Tier I US

Payment Obligations Absolute. Except as provided in Section 9.8 8.8 herein, the Company’s obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 8.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the Company’s obligation The Companies’ obligations to make the payments and the arrangements provided for herein under this Restated Agreement shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, ,without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company Companies may have against the Executive or anyone else. All amounts payable by the Company hereunder Companies thereunder shall be paid without notice or demand, except as provided herein. Each and every payment made hereunder thereunder by the Company Companies shall be final, and except as provided in Section 9.8 herein, the Company Companies shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Restated Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s Companies’ obligations to make the payments and arrangements required to be made under this Restated Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein8 hereof, the Company’s 's obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in Section 8 hereof, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive Executives or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the The Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Subject to the provision set forth in Sections 8.1 and 8.2, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h4.3(c) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, The Corporation's obligation to pay the Company’s obligation Executive the Compensation and benefits hereunder and to make the payments and the arrangements provided for herein shall be absolute and unconditional, unconditional and shall not be affected by any circumstances circumstances, including, without limitation, any offsetset-off, counterclaim, recoupment, defense, defense or other right which the Company Corporation or any of its subsidiaries. may have against the Executive him or anyone else. All amounts payable by the Company Corporation or any one of its subsidiaries hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company Corporation shall be final, final and except as provided in Section 9.8 herein, the Company shall Corporation will not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons reason whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s Corporation's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in this Section 9.8 herein7 and Section 8, the Company’s obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Section 7 and Section 8, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive Executives or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as may otherwise be provided in Section 9.8 herein5.3 and Article 6, the Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as may otherwise be provided in Section 5.4, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h2.4(e) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 hereinthis Article 6 and Article 7, the Company’s 's obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which that the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Article 6 and in Article 7, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the The Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, recoupment defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Subject to the provision set forth in Sections 8.1 and 8.2, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h4.3(c) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, the The Company’s 's obligation to pay Executive's Total Compensation and all other sums due pursuant to this Agreement and to make the payments and the appropriate arrangements as provided for herein shall be absolute and unconditional, unconditional and shall not be affected by any circumstances includingcircumstances, including without limitation, any offsetset-off, counterclaim, recoupment, defense, recoupment defense or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demanddemand except as provided herein. Each and every payment made hereunder by the Company shall be final, final and except as provided in Section 9.8 herein, the Company shall will not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons reason whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations 's obligation to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 hereinthis Article 6 and Article 7 , the Company’s obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which that the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Article 6 and in Article 7, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 Sections 9.1 and 9.2 herein, the Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in Sections 9.1 and 9.2 herein, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive Executives or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 herein, The Company's obligation to pay the Company’s obligation Executive's Total Compensation and all other sums due pursuant to this Agreement and to make the payments and the appropriate arrangements as provided for herein shall be by absolute and unconditional, unconditional and shall not be affected by any circumstances includingcircumstances, including without limitation, any offsetset-off, counterclaim, recoupment, defense, recoupment defense or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demanddemand except as provided herein. Each and every payment made hereunder by the Company shall be final, final and except as provided in Section 9.8 herein, the Company shall will not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons reason whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations 's obligation to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided set forth in Section 9.8 hereinSections 2.3(d), 3.3, 4.7 and 9.6 or otherwise required by law, the Company’s obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h2.3(d) herein.

Payment Obligations Absolute. Except as provided in Section 9.8 hereinthis Article 6 and Article 7, the Company’s 's obligation to make the payments and the arrangements provided for herein shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which that the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Article 6 and in Article 7, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever whosoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s 's obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.

Payment Obligations Absolute. Except as provided in this Section 9.8 herein6 and Section 7, the Company’s obligation to make the payments and the arrangements provided for herein hereof shall be absolute and unconditional, and shall not be affected by any circumstances circumstances, including, without limitation, any offset, counterclaim, recoupment, defense, or other right which the Company may have against the Executive or anyone else. All amounts payable by the Company hereunder shall be paid without notice or demand. Each Except as provided in this Section 6 and Section 7, each and every payment made hereunder by the Company shall be final, and except as provided in Section 9.8 herein, the Company shall not seek to recover all or any part of such payment from the Executive or from whomsoever may be entitled thereto, for any reasons whatsoever. The Executive shall not be obligated to seek other employment in mitigation of the amounts payable or arrangements made under any provision of this Agreement, and the obtaining of any such other employment shall in no event effect any reduction of the Company’s obligations to make the payments and arrangements required to be made under this Agreement, except to the extent provided in Section 2.3(h) herein.