Common use of Opportunity for Review Clause in Contracts

Opportunity for Review. (a) Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Agreement, (ii) has read this Release Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) has been given twenty-one (21) days to review this Release Agreement before signing this Release Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Agreement, (x) understands that if Executive does not sign and return this Release Agreement to the Company (Attn: Senior Vice President, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 of the Employment Agreement, and the Retirement Date shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 2 contracts

Samples: Employment Agreement, Release Agreement (Warner Chilcott PLC)

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Opportunity for Review. (a) It is Company’s desire and intent to make certain that Executive fully understands the provisions and effects of this Agreement. This Agreement includes a release of claims under the ADEA. Executive is hereby advised and encouraged by Company to consult with his/her own independent counsel before signing this Agreement. Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Agreement, (ii) has read this Release Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has been advised and encouraged by Company to consult with Executive's own independent counsel before signing this Agreement (ix) has had the opportunity to review this Release Agreement with counsel of his his/her choice or has chosen voluntarily not to do so, (ixx) understands that Executive has been given twenty-one (21) days to review this Release Agreement before signing this Release Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Agreement, (xxi) understands that if Executive does not sign and return this Release Agreement to the Company (Attn: Senior Vice Presidentwithin 21 days of receipt, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive shall not be entitled to receive or retain the payments or benefits provided for under the agreements referenced in Section 5 4 of this Agreement (except to the extent that Executive would be entitled to such payments irrespective of this Agreement under the terms of the Employment Agreement), and the Retirement Separation Date shall be unaltered; , and (xixii) understands that this Release Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 2 contracts

Samples: Agreement (Vornado Realty Lp), Agreement (Vornado Realty Lp)

Opportunity for Review. (a) Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Agreement, (ii) has read this Release Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) has been given twenty-one (21) 21 days to review this Release Agreement before signing this Release Agreement and 7 days following execution to revoke this Release Agreement and understands that he is free must execute this Release Agreement and return it to use as much the Company after the Employment Separation Date and on or as little of the before January 21-day period as he wishes or considers necessary before deciding , 2014 and has until January 28, 2013 to sign revoke this Release Agreement, (x) understands that if Executive does not sign and return this Release Agreement to during the Company (Attn: Senior Vice President, Corporate Development) on or before January 21, 2012specified period, the Company shall have no obligation to enter into this Release Agreement, (xi) understands that if Executive does not sign this Release Agreement during the specified period or Executive revokes this Release Agreement following its execution, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 Sections 1(c)(iii), 2(b) and 4 of the Employment Separation Agreement, and the Retirement Employment Separation Date shall be unaltered; and (xixii) understands that this Release Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 2 contracts

Samples: Agreement (Quicksilver Resources Inc), Mutual Release Agreement (Quicksilver Resources Inc)

Opportunity for Review. (aA) Executive Employee is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Agreement. Employee represents and warrants that Executive Employee (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveEmployee, (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, (viii) has been advised and encouraged by Employer to consult with Employee’s own independent counsel before signing this Separation Agreement (ix) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ixx) understands that Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (xxi) understands that if Executive Employee does not sign and return this Release Separation Agreement to the Company Employer (Attn: Senior Vice President, Corporate Developmentc/o Xxxx Xxxxxxxx) on or before January 21February 14, 20122013 (but not prior to the Separation Date), the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive Employee shall not be entitled to receive the payments Separation Payment or benefits provided for under Section 5 of the Employment AgreementCovenants Modification, and the Retirement Separation Date shall be unaltered; , and (xixii) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 2 contracts

Samples: Separation and General Release Agreement, Separation and General Release Agreement (Revolution Lighting Technologies, Inc.)

Opportunity for Review. (aA) Executive Employee represents and warrants that Executive Employee (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveEmployee, (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) understands that Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (x) understands that if Executive Employee does not sign and return this Release Separation Agreement to the Company (Attn: Xxxxxx Xxxxxxxxxxx, Senior Executive Vice President, Corporate Development) on or before January 21September 26, 20122008, the Company shall have no obligation to enter into this Release Separation Agreement, Executive Employee shall not be entitled to receive the Covenant Waiver, payments or benefits and Option Amendment provided for under Section 5 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Lakeland Bancorp Inc)

Opportunity for Review. (a) Executive Contractor is hereby advised and encouraged by Corporation to consult with Contractor’s own independent counsel before signing this Release. Contractor represents and warrants that Executive Contractor: (i) has had sufficient opportunity to consider this Release Agreement, Release; (ii) has read this Release Agreement, Release; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, Contractor; (v) has entered into this Release Agreement of ExecutiveContractor’s own free will and volition, ; (vi) has duly executed and delivered this Release Agreement, Release; (vii) understands that Executive Contractor is responsible for ExecutiveContractor’s own attorneys’ fees and costs, ; (viii) has had the opportunity to review this Release Agreement with counsel of his Contractor’s choice or has chosen voluntarily not to do so, ; (ix) understands Contractor has been given twenty-one seven (217) days to review this Release Agreement before signing this Release Agreement and understands that he Contractor is free to use as much or as little of the 217-day period as he Contractor wishes or considers necessary before deciding to sign this Release Agreement, Release; (x) understands that if Executive Contractor does not sign and return this Release Agreement to Corporation (Xxxxx Xxxx, Human Resources Manager, 000 Xxxxx Xxxxx, Suite 110, Morrisville, North Carolina 27560) within seven (7) days following the Company (Attn: Senior Vice PresidentSeparation Date, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive Contractor shall not be entitled to receive the payments or payment and benefits provided for under Section 5 set forth in Appendix C of the Employment Consulting Agreement, and the Retirement Date shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, binding and enforceable against the parties hereto in accordance with its terms.. CONTRACTOR UNDERSTANDS THAT THIS RELEASE AGREEMENT INCLUDES A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS, EVEN THOSE UNKNOWN CLAIMS, THAT, IF KNOWN BY CONTRACTOR, WOULD AFFECT CONTRACTOR’S DECISION TO ACCEPT THIS AGREEMENT. Agreed to and accepted on this day of , . Witness: CONTRACTOR:

Appears in 1 contract

Samples: Separation and General Release Agreement (Regado Biosciences Inc)

Opportunity for Review. (a) Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Agreement, (ii) has read this Release Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Agreement with counsel of his her choice or has chosen voluntarily not to do so, (ix) has been given twenty-one (21) days to review this Release Agreement before signing this Release Agreement and understands that he she is free to use as much or as little of the 21-day period as he she wishes or considers necessary before deciding to sign this Release Agreement, (x) understands that if Executive does not sign and return this Release Agreement to the Company (Attn: Senior Vice President, Corporate Development) on or before January 21, 20122013, the Company shall have no obligation to enter into this Release Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 2(f) of the Employment Agreement, and the Retirement Date shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Release Agreement (Warner Chilcott PLC)

Opportunity for Review. (aA) Executive Houghton is hereby advised and encouraged by Employer to consult with his/her own independent counsel before signing this Agreement. Houghton represents and warrants that Executive Houghton (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveHoughton, (v) has entered into this Release Separation Agreement of ExecutiveHoughton’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Houghton is responsible for ExecutiveHoughton’s own attorneys’ fees and costscosts in excess of the amount set forth in Section 11(E), if any, (viii) has been advised and encouraged by Employer to consult with Houghton's own independent counsel before signing this Separation Agreement (ix) has had the opportunity to review this Release Separation Agreement with counsel of his his/her choice or has chosen voluntarily not to do so, (ixx) understands that Houghton has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (xxi) understands that if Executive Houghton does not sign and return this Release Separation Agreement to the Company (Attn: Senior Vice President, Corporate Development) Employer on or before January October 21, 20122011, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive Houghton shall not be entitled to receive the payments or payment and extension of benefits provided for under Section 5 4 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; , and (xixii) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (CorMedix Inc.)

Opportunity for Review. (a) Executive A)Employee is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Agreement. Employee represents and warrants that Executive Employee (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveEmployee, (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, (viii) has been advised and encouraged by Employer to consult with Employee's own independent counsel before signing this Separation Agreement (ix) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ixx) understands that Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Agreement Separation Agreement, and understands that he is free to use as much or as little of the 21-day period as he Employee wishes or considers necessary before deciding to sign this Release Separation Agreement, (xxi) understands that if Executive Employee does not sign and return this Release Separation Agreement to Employer (attention: Mxxx Xxxxx) within 21-days after the Company (Attn: Senior Vice PresidentSeparation Date, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive Employee shall not be entitled to receive the payments or and benefits provided for under Section 4 or Section 5 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; , and (xixii) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Tower International, Inc.)

Opportunity for Review. (a) Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Agreement, (ii) has read this Release Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) has been given twenty-one (21) days to review this Release Agreement before signing this Release Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Agreement, (x) understands that if Executive does not sign and return this Release Agreement to the Company (Attn: Senior Vice President, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 of the Employment Agreement, and the Retirement Resignation Date shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Release Agreement (Warner Chilcott PLC)

Opportunity for Review. (aA) Executive Employee represents and warrants that Executive Employee: (i) has had sufficient opportunity to consider this Release Agreement, Transferred Employee Release; (ii) has read this Release Agreement, Transferred Employee Release; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, Employee; (v) has entered into this Transferred Employee Release Agreement of Executive’s Employee's own free will and volition, ; (vi) has duly executed and delivered this Release Agreement, Transferred Employee Release; (vii) understands that Executive Employee is responsible for Executive’s Employee's own attorneys’ attorney's fees and costs, ; (viii) has had the opportunity to review this Transferred Employee Release Agreement with counsel of his Employee's choice or has chosen voluntarily not to do so, ; (ix) understands the Employee has been given twentyforty-one (21) five days to review this Transferred NY2:\J997443\OJ \J6TSJOJ'.DOC\58399.0003 Employee Release Agreement before signing this Transferred Employee Release Agreement and understands that he he/she is free to use as much or as little of the 2145-day period as he he/she wishes or considers necessary before deciding to sign this Release Agreement, Transferred Employee Release; (x) understands that if Executive Employee does not sign and return this Transferred Employee Release Agreement to the Company Xxxxxx (Attn: Senior Vice President, Corporate Development[insert name/title]) on or before January 21[insert date that is 45 days following the date the Transferred Employee Release is first delivered to Employee for review], 2012, the Company Xxxxxx shall have no obligation to enter into this Release AgreementTransferred Employee Release, Executive Employee shall not be entitled to receive the payments or benefits provided for under Section 5 of the Employment AgreementAccrued Compensation Payment, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Transferred Employee Release Agreement is valid, binding, binding and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Transaction Agreement

Opportunity for Review. (aA) Executive represents and warrants that Executive Executive: (i) has had sufficient opportunity to consider this Release Agreement, ; (ii) has read this Release Agreement, ; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, ; (v) has entered into this Release Agreement of Executive’s own free will and volition, ; (vi) has duly executed and delivered this Release Agreement, ; (vii) understands that Executive is responsible for Executive’s own attorneys’ attorney’s fees and costs, ; (viii) has had the opportunity to review this Release Agreement with counsel of his Executive’s choice or has chosen voluntarily not to do so, ; (ix) understands the Executive has been given twenty-one (21) days to review this Release Agreement before signing this Release Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Agreement, ; (x) understands that if Executive does not sign and return this Release Agreement to the Company (Attn: Xxxxxx X. Xxxxxxxx, Senior Vice President, Corporate DevelopmentPresident & General Counsel) on or before January June 21, 2012, 2011 the Company shall have no obligation to enter into this Release Agreement, Executive shall not be entitled to receive the payments set forth in Section 3(A)(i) of this Agreement, the release of Company Claims set forth in Section 4(B) of this Agreement or benefits provided for under the Company's covenant not to xxx Executive pursuant to Section 5 5(B) of the Employment this Agreement, and the Retirement Effective Date of Termination shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, binding and enforceable against the parties hereto to this Agreement in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Savient Pharmaceuticals Inc)

Opportunity for Review. (a) Executive Employee is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Separation Agreement. Employee represents and warrants that Executive Employee: (i) has had sufficient opportunity to consider this Release Separation Agreement, ; (ii) has read this Release Separation Agreement, ; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, Employee; (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, ; (vi) has duly executed and delivered this Release Separation Agreement, ; (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ attorney’s fees and costs, ; (viii) has had the opportunity to review this Release Separation Agreement with counsel of his Employee’s choice or has chosen voluntarily not to do so, ; (ix) understands the Employee has been given twenty-one (21) days a reasonable amount of time to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period review time as he wishes or considers necessary before deciding to sign this Release Separation Agreement, ; (x) understands that if Executive Employee does not sign and return this Release Separation Agreement to the Company Employer (Attn: Senior Vice PresidentJxxxxx X. Xxxxxxx, Corporate DevelopmentEsq.,) on or before January 21February 12, 20122018, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive Employee shall not be entitled to receive the payments or payment and benefits provided for under set forth in Section 5 4 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, binding and enforceable against the parties hereto in accordance with its terms.. [Signatures appear on the following page] Agreed to and accepted on this 9th day of February, 2018. Witness: EMPLOYEE: /s/ Gxxx X. Xxxxxxxx /s/ Axxxx Xxxxx AXXXX XXXXX Agreed to and accepted on this 12th day of February, 2018. MATINAS BIOPHARMA HOLDINGS, INC. BY: /s/ Jxxxxx X. Xxxxxxx Jxxxxx X. Xxxxxxx

Appears in 1 contract

Samples: Separation and General Release Agreement (Matinas BioPharma Holdings, Inc.)

Opportunity for Review. (aA) Executive Employee is hereby advised and encouraged by Employer to consult with Employee’s own counsel before signing the Separation Agreement. Employee represents and warrants that Executive Employee: (i) has had sufficient opportunity to consider this Release Separation Agreement, ; (ii) has read this Release Separation Agreement, ; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, Employee; (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, ; (vi) has duly executed and delivered this Release Separation Agreement, ; (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ attorney’s fees and costs, ; (viii) has had the opportunity to review this Release Separation Agreement with counsel of his Employee’s choice or has chosen voluntarily not to do so, ; (ix) understands the Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, ; (x) understands that if Executive Employee does not sign and return this Release Separation Agreement to the Company Employer (Attn: Senior Vice PresidentXxxxxx Xxxxx, Corporate DevelopmentDirector, Human Resources) on or before January 21December 31, 20122015, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive Employee shall not be entitled to receive the payments Severance Payment or benefits provided for under the COBRA Assistance set forth in Section 5 7 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, binding and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Roka BioScience, Inc.)

Opportunity for Review. (aA) Executive SMG represents and warrants that Executive SMG: (i) has had sufficient opportunity to consider this Release Termination Agreement, ; (ii) has read this Release Termination Agreement, ; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, SMG; (v) has entered into this Release Termination Agreement of ExecutiveSMG’s own free will and volition, ; (vi) has duly executed and delivered this Release Termination Agreement, ; (vii) understands that Executive SMG is responsible for ExecutiveSMG’s own attorneys’ attorney’s fees and costs, ; (viii) has had the opportunity to review this Release Termination Agreement with counsel of his SMG’s choice or has chosen voluntarily not to do so, ; (ix) understands that SMG has been given twenty-one (21) days to review this Release Termination Agreement before signing this Release Termination Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Termination Agreement, ; (x) understands that if Executive SMG does not sign and return this Release Termination Agreement to Company within 21-days of the Company (Attn: Senior Vice PresidentClosing Date, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Termination Agreement, Executive SMG shall not be entitled to receive the payments or benefits provided for under Section 5 of the Employment set forth in this Termination Agreement, and the Retirement Date shall be unaltered; and (xi) understands that this Release Termination Agreement is valid, binding, binding and enforceable against the parties hereto to this Termination Agreement in accordance with its terms.

Appears in 1 contract

Samples: Termination and General Release Termination Agreement (Montvale Technologies, Inc.)

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Opportunity for Review. (a) Executive is hereby advised and encouraged by Matinas to consult with his own independent counsel before signing this Separation Agreement. Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Separation Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has been advised and encouraged by Matinas to consult with Executive’s own independent counsel before signing this Separation Agreement (ix) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ixx) understands that Executive has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (xxi) understands that if Executive does not sign and return this Release Separation Agreement to the Company Matinas (Attn: Senior Vice President, Corporate DevelopmentJxxxx Xxxxxxx) on or before January 21October 14, 20122015, the Company Matinas shall have no obligation to enter into this Release Separation Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 of the Employment AgreementSeverance Benefits, and the Retirement Date shall be unaltered; and (xixii) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and Consulting Agreement (Matinas BioPharma Holdings, Inc.)

Opportunity for Review. (aA) Executive Employee is hereby advised and encouraged by Employer to consult with Employee’s own independent counsel before signing this Separation Agreement. Employee represents and warrants that Executive Employee: (i) has had sufficient opportunity to consider this Release Separation Agreement, ; (ii) has read this Release Separation Agreement, ; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, Employee; (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, ; (vi) has duly executed and delivered this Release Separation Agreement, ; (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, ; (viii) has had the opportunity to review this Release Separation Agreement with counsel of his Employee’s choice or has chosen voluntarily not to do so, ; (ix) understands the Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he Employee is free to use as much or as little of the 21-day period as he Employee wishes or considers necessary before deciding to sign this Release Separation Agreement, ; (x) understands that if Executive Employee does not sign and return this Release Separation Agreement to the Company Employer (Attn: Senior Vice PresidentXxxxx Xxxx, Corporate DevelopmentHuman Resources Manager, 000 Xxxxx Xxxxx, Suite 110, Morrisville, North Carolina 27560) on or before January 21February 27, 20122015, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive Employee shall not be entitled to receive the payments or benefits provided for under consulting relationship set forth in Section 5 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, binding and enforceable against the parties hereto in accordance with its termsterms if it is executed and not revoked by Employee. This Separation Agreement shall be effective and enforceable on the eighth (8th) day after execution and delivery to Employer (Xxxxx Xxxx, Human Resources Manager, 000 Xxxxx Xxxxx, Suite 110, Morrisville, North Carolina 27560) by Employee (the “Effective Date”). The parties understand and agree that Employee may revoke this Separation Agreement after having executed and delivered it to Employer by so advising Employer (Xxxxx Xxxx, Human Resources Manager, 000 Xxxxx Xxxxx, Suite 110, Morrisville, North Carolina 27560) in writing no later than 11:59 p.m. on the seventh (7th) day after Employee’s execution and delivery of this Separation Agreement to Employer. If Employee revokes this Separation Agreement, it shall not be effective or enforceable, Employee shall not be entitled to the consulting relationship set forth in Section 5 of this Separation Agreement, and the Separation Date shall be unaltered. Agreed to and accepted on this 6th day of February, 2015. Witness: EMPLOYEE: /s/ R. Xxx Xxxxx R. Xxx Xxxxx Agreed to and accepted on this 9th day of February, 2015. EMPLOYER: REGADO BIOSCIENCES, INC. By: /s/ Xxxxxxx X. Xxxxxxx Xxxxxxx X. Xxxxxxx CONSULTING AGREEMENT THIS AGREEMENT is made between R. Xxx Xxxxx (“Contractor”) and Regado Biosciences, Inc., a Delaware corporation (“Corporation”), effective as February 6, 2015 (the “Effective Date”).

Appears in 1 contract

Samples: Separation and General Release Agreement (Regado Biosciences Inc)

Opportunity for Review. (a) Executive Employee is hereby advised and encouraged by Company to consult with his/her own independent counsel before signing this Agreement. Employee represents and warrants that Executive Employee: (i) has had sufficient opportunity to consider this Release Agreement, ; (ii) has read this Release Agreement, ; (iii) understands all the terms and conditions hereof, ; (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, Employee; (v) has entered into this Release Agreement of ExecutiveEmployee’s own free will and volition, ; (vi) has duly executed and delivered this Release Agreement, ; (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, ; (viii) has had the opportunity to review this Release Agreement with counsel of his Employee’s choice or has chosen voluntarily not to do so, ; (ix) understands the Employee has been given twenty-one (21) days to review this Release Agreement before signing this Release Agreement and understands that he is free to use as much or as little of the 21-day period as he he/she wishes or considers necessary before deciding to sign this Release Agreement, ; (x) understands that if Executive Employee does not sign and return this Release Agreement to the Company (Attn: Senior Vice PresidentJxxxx X. Xxxxxx, Corporate DevelopmentEsq., Lxxxxxxxxx Xxxxxxx LLP) on or before January 21within 21 days of receipt of this Agreement, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive Employee shall not be entitled to receive the payments or payment and benefits provided for under set forth in Section 5 4 of the Employment Agreement, this Agreement and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, binding and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Id Systems Inc)

Opportunity for Review. (aA) Executive is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Separation Agreement. Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Separation Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employer is responsible for Executive’s own attorneys’ fees and costscosts and those of Xxxxxxx Xxxxxxxxx with respect to his related Separation and General Release Agreement, which such fees and costs are not to exceed $5,000 in the aggregate, (viii) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) understands that Executive has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (x) understands that if Executive does not sign and return this Release Separation Agreement to the Company (Attn: Senior Vice President, Corporate Development) Employer on or before January 21May 31, 20122013, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 4 of this Separation Agreement nor shall the Employment AgreementConsulting Agreement be effective, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Alliqua, Inc.)

Opportunity for Review. (a) Executive Employee is hereby advised and encouraged by Company to consult with his/her own independent counsel before signing this Separation Agreement. Employee represents and warrants that Executive Employee (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveEmployee, (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, (viii) has been advised and encouraged by Company to consult with Employee's own independent counsel before signing this Separation Agreement (ix) has had the opportunity to review this Release Separation Agreement with counsel of his his/her choice or has chosen voluntarily not to do so, (ixx) understands that Employee has been given twenty-one (21) days a reasonable amount of time to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he he/she is free to use as much or as little of the 21-day period time provided as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (xxi) understands that if Executive Employee does not sign and return this Release Separation Agreement to Company within the Company (Attn: Senior Vice Presidenttime provided, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive Employee shall not be entitled to receive the payments or benefits provided for under referenced in Section 5 4 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; , and (xixii) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.. Agreed to and accepted on this 20th day of May, 2022. EMPLOYEE:

Appears in 1 contract

Samples: Separation and General Release Agreement (Kintara Therapeutics, Inc.)

Opportunity for Review. (a) Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Agreement, (ii) has read this Release Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Agreement, (vii) understands that Executive is responsible for Executive’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) has been given twenty-one (21) 32 days to review this Release Agreement before signing this Release Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to must sign this Release AgreementAgreement no earlier than May 3, 2013 and return it to the Company no later than May 10, 2013, (x) understands that if Executive does not sign this Release Agreement during the period specified in paragraph 10(a)(ix) and return this Release Agreement to the Company (Attn: Senior Vice President, Corporate Development) on or before January 21no later than May 10, 20122013, the Company shall have no obligation to enter into this Release Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 1 of the Employment Severance Agreement, and the Retirement Resignation Date shall be unaltered; and (xi) understands that this Release Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms. Executive may return the signed Release Agreement to the Company’s Senior Vice President, Corporate Development by email to xxxxxxxxx@xxxx.xxx with a copy to xxxxxxxxx@xxxx.xxx, with the original paper copy of the signed Release Agreement sent promptly by mail or courier to the office of the Senior Vice President, Corporate Development.

Appears in 1 contract

Samples: Release Agreement (Warner Chilcott PLC)

Opportunity for Review. (aA) Executive Employee is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Separation Agreement. Employee represents and warrants that Executive Employee (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveEmployee, (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, (viii) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) understands that Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (x) understands that if Executive Employee does not sign and return this Release Separation Agreement to the Company Employer (Attn: Axxx X. Xxxx, Senior Vice President, Corporate DevelopmentCounsel) on or before January 21August 12, 20122011, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive Employee shall not be entitled to receive the payments or Separation Payments and other benefits provided for under Section 5 4 of this Separation Agreement nor shall the Employment AgreementConsulting Letter be effective, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Vornado Realty Trust)

Opportunity for Review. (aA) Executive Employee is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Agreement. Employee represents and warrants that Executive Employee (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for ExecutiveEmployee, (v) has entered into this Release Separation Agreement of ExecutiveEmployee’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employee is responsible for ExecutiveEmployee’s own attorneys’ fees and costs, (viii) has been advised and encouraged by Employer to consult with Employee's own independent counsel before signing this Separation Agreement (ix) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ixx) understands that Employee has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Agreement Separation Agreement, and understands that he is free to use as much or as little of the 21-day period as he Employee wishes or considers necessary before deciding to sign this Release Separation Agreement, (xxi) understands that if Executive Employee does not sign and return this Release Separation Agreement to Employer (attention: Mxxx Xxxxx) within 21-days after the Company (Attn: Senior Vice PresidentSeparation Date, Corporate Development) on or before January 21, 2012, the Company shall have no obligation to enter into this Release Agreement, Executive Employee shall not be entitled to receive the payments or and benefits provided for under Section 5 4 of the Employment this Separation Agreement, and the Retirement Separation Date shall be unaltered; , and (xixii) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Tower International, Inc.)

Opportunity for Review. (aA) Executive is hereby advised and encouraged by Employer to consult with his own independent counsel before signing this Separation Agreement. Executive represents and warrants that Executive (i) has had sufficient opportunity to consider this Release Separation Agreement, (ii) has read this Release Separation Agreement, (iii) understands all the terms and conditions hereof, (iv) is not incompetent or had a guardian, conservator or trustee appointed for Executive, (v) has entered into this Release Separation Agreement of Executive’s own free will and volition, (vi) has duly executed and delivered this Release Separation Agreement, (vii) understands that Executive Employer is responsible for Executive’s own attorneys’ fees and costscosts and those of Xxxxx Xxxxxxxxx with respect to his related Separation and General Release Agreement, which such fees and costs are not to exceed $5,000 in the aggregate, (viii) has had the opportunity to review this Release Separation Agreement with counsel of his choice or has chosen voluntarily not to do so, (ix) understands that Executive has been given twenty-one (21) days to review this Release Separation Agreement before signing this Release Separation Agreement and understands that he is free to use as much or as little of the 21-day period as he wishes or considers necessary before deciding to sign this Release Separation Agreement, (x) understands that if Executive does not sign and return this Release Separation Agreement to the Company (Attn: Senior Vice President, Corporate Development) Employer on or before January 21June 30, 20122013, the Company Employer shall have no obligation to enter into this Release Separation Agreement, Executive shall not be entitled to receive the payments or benefits provided for under Section 5 4 of this Separation Agreement nor shall the Employment AgreementConsulting Agreement be effective, and the Retirement Separation Date shall be unaltered; and (xi) understands that this Release Separation Agreement is valid, binding, and enforceable against the parties hereto in accordance with its terms.

Appears in 1 contract

Samples: Separation and General Release Agreement (Alliqua, Inc.)

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