Release and Continued Compliance. Notwithstanding any other provision in this Agreement to the contrary, as a condition precedent to receiving any payments or benefits under Section 3.3 (other than the Accrued Obligations), the Executive agrees to execute a standard separation and release agreement, in a form specified by the Company, containing a waiver of all claims against the Company (the “Release”), within the 45-day period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario. The Executive’s receipt of any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6, and 7.

Release and Continued Compliance. Notwithstanding any other provision in this Agreement to the contrary, asRelease. As a condition precedent to receivingExecutive’s receipt of any paymentspost-termination benefits pursuant to Section 3(a) or benefits under Section 3.33(b) above (other than the Accrued Obligations), the Executive agrees toshall execute and not revoke a standard separation andgeneral release agreement, in a form specified by the Company, containing a waiver of all claims againstin favor of the Company (the “Release”), in the form substantially similar to that attached hereto as Exhibit A (and any applicable revocation period applicable to such Release shall have expired) within the 45-sixty (60) day period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario. The Executive’s receiptDate of any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6, and 7.Termination.

Release and Continued Compliance. Notwithstanding any other provision in this Agreement to the contrary, asAs a condition precedent to receivingExecutive’s receipt of any payments orpost-termination benefits under Section 3.3 (other than the Accrued Obligations), thepursuant to this Paragraph 3, Executive agrees toshall execute and not revoke a standard separation andgeneral release agreement, in a form specified by the Company, containing a waiver of all claims againstin favor of the Company and its affiliates (the “Release”), in form and substance reasonably satisfactory to the Company (which may include an agreement not to disparage the Company, non-solicit provisions and other standard terms and conditions). In the event the Release does not become effective within the 45-fifty-five (55) day period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If theExecutive’s Date of Termination, Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive anythe aforesaid payments and benefits. In no event will severance payments or benefits underpursuant to this Agreement (other thanParagraph 3 be paid or provided until the Accrued Obligations) in connection with any applicable termination scenario. The Executive’s receipt of any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6,Release becomes effective and 7.irrevocable.

Separation Agreement and Release and Continued Compliance. Notwithstanding any other provision in this Agreement to the contrary, as a condition precedent to receiving any paymentsof Claims. Executive will not receive severance pay or benefits under Section 3.3 (otherother than the Accrued Obligations), theObligations unless # Executive agrees to executesigns and does not revoke a standard separation agreement and release agreement,of claims in athe form specifiedconsistent with the form attached as Exhibit B hereto (the “Release”) and # such Release becomes effective and irrevocable no later than sixty (60) days following the termination date (such deadline, the “Release Deadline”). If the Release does not become effective and irrevocable by the Company, containing a waiver of all claims against the Company (the “Release”), within the 45-day period immediately following the Termination Date, and subsequently not revoke the Release duringDeadline, Executive will forfeit any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive any paymentsseverance or benefits under this Agreement (other thanAgreement. All payments will be made upon the Accrued Obligations)effectiveness of the Release but will be delayed until a subsequent calendar year if necessary so their timing does not result in connection with any applicable termination scenario. The Executive’s receipt of anypenalty taxation under Section 409A. Severance payments or benefits under this Agreement (other thanwill not be paid or provided until the Accrued Obligations) in connection with any applicable termination scenario, will also be subjectRelease becomes effective and irrevocable. For avoidance of doubt, although Executive’s severance payments and benefits are contractual rights, not “damages,” Executive is not required to the Executive’s continued compliance with Sections 5, 6,seek other employment or otherwise “mitigate damages” as a condition of receiving such payments and 7.benefits.

ReleaseWaiver and Continued Compliance. Notwithstanding any other provisionRelease. Except for the payments provided in this Agreement toparagraphs 3, 4, and 5, the contrary, as a condition precedent to receiving any payments or benefits under Section 3.3 (other than the Accrued Obligations), the Executive agrees to execute a standard separation and release agreement, in a form specified by the Company, containing a waiver of all claims against the Company (the “Release”), within the 45-day period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive any payments or benefits under this Agreement (other thanunless and until the Accrued Obligations)Executive executes and delivers [[Organization A:Organization]], within thirty (30) calendar days following the Executive’s Termination Date (or fifty (50) calendar days in connection with any applicable termination scenario. The Executive’s receiptthe event that 29 CFR 1625.22 requires the Company to provide the Executive forty-five (45) calendar days to consider the release), a valid release of any payments or benefits under this Agreement (other thanand all claims against the Accrued Obligations)Company and its affiliates in connection with any applicable termination scenario, will also be subject toa form provided by the Executive’s continued compliance with Sections 5, 6,Company and 7.the revocation period for such release has expired without revocation.

Release and Continued Compliance.3.3Release. Notwithstanding any other provision inof this Agreement to the contrary, Executive acknowledges and agrees that any and all payments to which Executive is entitled under this Article 3, which are described as being subject to this [Section 3.3] are conditioned upon and shall not be payable unless # Executive, or, if applicable, his or her estate’s personal representative, executes a condition precedent to receiving any payments or benefits under Section 3.3 (other than the Accrued Obligations), the Executive agrees to execute a standard separationgeneral release and release agreement,waiver, in asuch reasonable and customary form specifiedas shall be prepared by the Company, containing a waiver of all claims Executive may have against the Company (the “Release”),and its directors, officers, subsidiaries and affiliates, except as to # matters covered by provisions of this Agreement that expressly survive the termination of this Agreement and # rights to which Executive is entitled by virtue of his participation in the employee benefit plans, policies and arrangements of the Company, within the 45-dayminimum time period immediatelyrequired under applicable state and federal laws, or if no such period, ten business days following the date of Executive's termination, and # Executive, or, if applicable, his or his estate's personal representative, has not revoked such release agreement within the time permitted under applicable law. Payments subject to this [Section 3.3] shall commence or be made, as applicable, on the sixtieth (60th) day after the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receiveof Employment, with any payments or benefits under this Agreement (other thanscheduled to occur between the Accrued Obligations) in connection with any applicable termination scenario. The Executive’s receiptTermination of any payments or benefits under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6,Employment and 7.such sixtieth (60th) day provided on such day.

Release and Continued Compliance. Notwithstanding any other provision in this Agreement to the contrary, as a condition precedent to receivingRelease. The receipt of any payments and/or benefits under Section 3.3 (other than the Accrued Obligations), the Executive agrees to execute a standard separation and release agreement, in a form specified by the Company, containing a waiver of all claims against the Company (the “Release”), within the 45-day period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive any payments orother benefits under this Agreement (otherin excess of Accrued Benefits is subject to Executive signing and not revoking a separation agreement and release of claims in the form attached hereto (except as otherwise required by applicable law) as Exhibit B and incorporated herein by reference (the “Release”), which Release must become effective no later than the Accrued Obligations)sixtieth (60th) day following Executive’s termination of Employment less all payroll deductions and required withholdings and otherwise in connectionaccordance with the [[Organization A:Organization]]’s standard payroll practices. To become effective, the Release must be timely executed by Executive and returned to [[Organization A:Organization]], and any applicable termination scenario. The Executive’s receipt ofrevocation periods (as required by statute, regulation, or otherwise) must have expired without Executive having revoked the Release. In addition, in no event will any severance payments or other termination benefits be paid or provided until the Release actually becomes effective, and such payment(s) to be paid on the first regular [[Organization A:Organization]] payroll date following the last day of the calendar month during which such Release becomes effective. All amounts paid under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also beas subject to the Executive’s continued compliance with Sections 5, 6,applicable deductions and 7.tax and other withholdings.

Release and Continued Compliance. Notwithstandingof Claims Agreement. In the event of a termination of Executive’s employment with the Company pursuant to Section 3(a) or Section 3(b), the receipt of any other provision in this Agreement to the contrary, as a condition precedent to receiving anyseverance payments or benefits under Section 3.3 (other than the Accrued Obligations), thepursuant to this Agreement is subject to Executive agrees to executesigning and not revoking a standard separation agreement and release agreement,of claims in a form specified by the Company, containing a waiver of all claims againstacceptable to the Company (the “Release”), withinwhich must become effective no later than the 45-sixtieth (60th) day period immediatelyfollowing Executive’s termination of employment (the “Release Deadline”), and if not, Executive will forfeit any right to severance payments or benefits under this Agreement. To become effective, the Release must be executed by Executive and any revocation periods (as required by statute, regulation, or otherwise) must have expired without Executive having revoked the Release. In addition, in no event will severance payments or benefits be paid or provided until the Release actually becomes effective. If the termination of employment occurs at a time during the calendar year where the Release Deadline could occur in the calendar year following the Termination Date, and subsequently not revoke the Release duringcalendar year in which Executive’s termination of employment occurs, then any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive anyseverance payments or benefits under this Agreement (other thanthat would be considered Deferred Payments (as defined in Section 4(d)(i)) will be paid on the Accrued Obligations)first payroll date to occur during the calendar year following the calendar year in connection with anywhich such termination occurs, or such later time as required by # the payment schedule applicable termination scenario. The Executive’s receipt of any paymentsto each payment or benefits under this Agreement (other thanbenefit as set forth in Section 3, # the Accrued Obligations) in connection with any applicable termination scenario, will also be subject todate the Executive’s continued compliance with Sections 5, 6, and 7.Release becomes effective, or # Section 4(d)(ii); provided that the first payment

Release and Continued Compliance. Notwithstandingof Claims Agreement. The receipt of any other provision in this Agreement to the contrary, as a condition precedent to receiving anyseverance payments or benefits underpursuant to Section 3.3 (other than the Accrued Obligations), the9(a)(i) or any other section of this Agreement is contingent upon Executive agrees to executesigning and not revoking a standard separationseverance agreement and release agreement,of claims in a form specified by the Company, containing a waiver of all claims againstreasonably acceptable to the Company (the “Release”), withinwhich must become effective no later than the 45-60th day period immediately following the Termination Date, and subsequently not revokeExecutive’s delivery of the Release during any statutory post-execution revocation period. All revocation rights(the “Release Deadline”), and timing restrictionsif not, Executive will be set forth in such Release. If the Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitled to receive anyineligible for severance payments or benefits under this Agreement (other thanAgreement. To become effective, the Accrued Obligations) in connection withRelease must be executed by Executive and any applicable termination scenario. The Executive’s receipt of anyrevocation periods (as required by statute, regulation, or otherwise) must have expired without Executive having revoked the Release. In addition, no severance payments or benefits under this Agreement (other thanwill be paid or provided until the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6, and 7.Release actually becomes effective.

ReleaseRelease. Executive’s execution of a complete and Continued Compliance. Notwithstandinggeneral release of any other provisionand all of her potential claims (other than for benefits and payments described in this Agreement toor any other vested benefits with the contrary, as a condition precedent to receivingEmployees and/or their affiliates) against the Employer, any paymentsof its affiliated companies, and their respective successors and any officers, employees, agents, directors, attorneys, insurers, underwriters, and assigns of the Employer or benefits under Section 3.3 (other than the Accrued Obligations), the Executive agrees to execute a standard separation and release agreement,its affiliates and/or successors, in a form specifiedprovided by Employer (which form shall be generally consistent with the Company, containing a waiverform of all claims against the Company (the “Release”)severance agreement and general release then used by Employer for senior executives), within the 45-dayand any legally required revocation period immediately following the Termination Date, and subsequently not revoke the Release during any statutory post-execution revocation period. All revocation rights and timing restrictions will be set forth inapplicable to such Release. If therelease having expired without Executive fails to execute and deliver the Release, or revokes the Release, the Executive agrees that he shall not be entitledrevoking such release, is an express condition of Executive’s right to receive any payments ortermination payments, vesting, and benefits under this Agreement (other thanAgreement. Executive shall be required to execute within 45 days after Executive’s termination of employment a general waiver and release agreement which documents the Accrued Obligations) in connection with any applicable termination scenario. The Executive’s receipt of any payments or benefitsrelease required under this Agreement (other than the Accrued Obligations) in connection with any applicable termination scenario, will also be subject to the Executive’s continued compliance with Sections 5, 6, and 7.Section 6(i).