Common use of Release; Exclusive Remedy Clause in Contracts

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option), the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to the Company, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(b) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement, the Option Agreement or any other stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to the Company, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. Such release shall be in substantially the form attached hereto as Exhibit E (together with any changes thereto as the Company may determine necessary or appropriate to render the release enforceable to the fullest extent possible, any such change to be communicated to the Executive within ten (10) days of the last day of the Executive’s employment). The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(b) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock option or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(bSections 5.3(b)-(d) or any other obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a the form acceptable to attached hereto as Exhibit C (the Company“Release”), and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(bSections 5.3(b)-(d) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement Release contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or 5.3(c) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to Company within twenty-one (21) days following the Companytermination of Executive’s employment, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment or provide any benefit to the Executive pursuant to Section 5.3(b) or 5.3(c) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 4.3 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As Notwithstanding any provision in this Agreement to the contrary, as a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b4.2(b) or any agreement or obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the CompanySeparation Date, provide the Company with sign and not revoke a valid, executed general release agreement in a form acceptable to prescribed by the Company, and provided further that such general release agreement shall have not been revoked by is executed and becomes effective no later than forty-five (45) days following the Executive pursuant to any revocation rights afforded by applicable lawExecutive's Separation Date. The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(b4.2(b) (or otherwise to accelerate the vesting of any equity-based award in the circumstances as may otherwise be contemplated by the applicable award agreement) unless and until the general release agreement contemplated by this Section 5.4 4.3 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock option or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(bSections 5.3(b)-(c) or any other obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a the form acceptable to be provided by the CompanyCompany (the “Release”), and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(bSections 5.3(b)-(c) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement Release contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 4.3 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As Notwithstanding any provision in this Agreement to the contrary, as a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b4.2(b) or any agreement or obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with Separation Date sign and not revoke a valid, executed general release agreement in a form acceptable to prescribed by the Company, and provided further that such general release agreement shall have not been revoked by is executed and becomes effective no later than forty-five (45) days following the Executive pursuant to any revocation rights afforded by applicable lawExecutive's Separation Date. The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(b4.2(b) (or otherwise to accelerate the vesting of any equity-based award in the circumstances as may otherwise be contemplated by the applicable award agreement) unless and until the general release agreement contemplated by this Section 5.4 4.3 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company Corporation obligation to the Executive pursuant to Section 5.3(b) or 5.3(c) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the CompanyCorporation, provide the Company Corporation with a valid, executed general executed, written release agreement substantially in a the form acceptable to the Companyattached hereto as Exhibit F, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company Corporation shall have no obligation to make any payment to the Executive pursuant to Section 5.3(b) or 5.3(c) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive Employee pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the ExecutiveEmployee’s employment (including with respect to the Option)employment, the Executive Employee shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to the Company, and such release agreement shall have not been revoked by the Executive Employee pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment to the Executive Employee pursuant to Section 5.3(b) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive Employee in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock option or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award Section 5.3(c), in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly within sixty (60) days following his last day of employment with the CompanySeverance Date (the “Release Period”), provide the Company with a valid, executed mutual general release agreement substantially in a the form acceptable to attached hereto as Exhibit A (the Company“Release”), and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable lawlaw prior to the expiration of the Release Period. The Company shall have no Company’s obligation to make any payment or provide any benefit to the Executive pursuant to Section 5.3(b) (or otherwise accelerate ), including, without limitation, the acceleration of vesting of any equity-based award in equity award, shall be conditioned on the circumstances as otherwise contemplated by Executive’s execution of (and not revoking) the applicable award agreement) unless and until the release agreement Release contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulationsend of the Release Period.

Release; Exclusive Remedy. (a) This Section 5.4 5.5 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock option or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award Section 5.3(c), in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with within sixty (60) days the CompanySeverance Date (the “Release Period”), provide the Company with a valid, executed general release agreement substantially in a the form acceptable to attached hereto as Exhibit A (the Company“Release”), and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable lawlaw prior to the expiration of the Release Period. The Company shall have no obligation to make any payment or provide any benefit to the Executive pursuant to Section 5.3(b) (or otherwise accelerate Section 5.3(c), including, without limitation, the acceleration of vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) equity award, unless and until the release agreement Release contemplated by this Section 5.4 5.5 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to Company within twenty-one (21) days following the Companytermination of Executive’s employment, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment or provide any benefit to the Executive pursuant to Section 5.3(b) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his her last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to Company within twenty-one (21) days following the Companytermination of Executive’s employment, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment or provide any benefit to the Executive pursuant to Section 5.3(b) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.

Release; Exclusive Remedy. (a) This Section 5.4 shall apply notwithstanding anything else contained in this Agreement or any stock option, restricted stock or other equity-based award agreement to the contrary. As a condition precedent to any Company obligation to the Executive pursuant to Section 5.3(b) or any obligation to accelerate vesting of any equity-based award in connection with the termination of the Executive’s employment (including with respect to the Option)employment, the Executive shall, upon or promptly following his last day of employment with the Company, provide the Company with a valid, executed general release agreement in a form acceptable to the Company, and such release agreement shall have not been revoked by the Executive pursuant to any revocation rights afforded by applicable law. The Company shall have no obligation to make any payment to the Executive pursuant to Section 5.3(b) or Section 5.3(c) (or otherwise accelerate the vesting of any equity-based award in the circumstances as otherwise contemplated by the applicable award agreement) unless and until the release agreement contemplated by this Section 5.4 becomes irrevocable by the Executive in accordance with all applicable laws, rules and regulations.