Common use of IN FURTHER CONSIDERATION Clause in Contracts

IN FURTHER CONSIDERATION. FOR THE PAYMENTS SET FORTH ABOVE, Executive hereby, on behalf of himself/herself, his/her descendants, ancestors, dependents, heirs, executors, administrators, assigns and successors, covenants not to ▇▇▇, and fully and forever releases and unequivocally discharges Suburban, its subsidiaries, affiliates, divisions, successors, predecessors and assigns, together with its past and pre­sent trustees, directors, officers, agents, attorneys, insurers, employees, unit holders, and representatives, and all persons acting by, through, under or in concert with any of them (collectively "Releasees") from any and all claims, wages demands, rights, liens, agree­ments, contracts, covenants, actions, suits, causes of action, obligations, debts, costs, expenses, attorneys' fees, damages, judgments, orders or liabilities of whatsoever kind or nature in law, equity or otherwise, whether now known or unknown, suspected or unsus­pected which the Executive now owns, holds, or claims to have, own, or held or that Executive at any time heretofore had, owned, held or claimed to have, own, or hold, against each or any of the Releasees. THE EXECUTIVE covenants and agrees that he/she will not, either individually or in concert with others, file or voluntarily participate or assist in the prosecution of any court proceedings against the Releasees, provided that nothing in this Agreement shall prevent (a) Executive's participation in any such proceeding where such participation is required by summons or subpoena or is otherwise compelled by law, or (b) Executive's challenge to the validity of this Release. THE EXECUTIVE understands and agrees that he/she has no right to further employ­ment with Suburban and that Suburban will have no obligation to reemploy him/her at any time in the future. THE EXECUTIVE hereby agrees and acknowledges that this Release and its contents shall not constitute or be deemed an admission of liability or wrongdoing on behalf of Suburban or the Executive, the same being expressly denied by each party. THE EXECUTIVE covenants and agrees that he/she will treat this Release and its con­tents in a confidential manner and not disclose any of its terms, including the amount of money referred to or the terms of the non-compete provision contained in this Release, with any party other than his/her attorney(s), accountant(s) or other professional advisors. Suburban likewise agrees to keep this Release and its contents confidential. THE EXECUTIVE warrants and agrees that he/she is responsible for any federal, state, and local taxes which may be owed by him/her by virtue of the receipt of any portion of the consideration herein provided. Executive agrees to hold Suburban harmless from any claims by taxing authorities arising solely out of Executive's failure to properly report any amounts received by Executive pursuant to this Release. SUBURBAN AND THE EXECUTIVE acknowledge and agree that this Agreement does not, and shall not be construed to, release or limit the scope of any existing obligation of the Suburban (i) to indemnify Executive for his acts as an officer or director of Company in accordance with the bylaws of Company and the policies and procedures of Company that are presently in effect, (ii) to Executive with respect to certain compensation and benefits upon termination, pursuant to Section 6 of the Employment Agreement which are contingent upon the execution of this Release or (iii) to Executive and his eligible, participating dependents or beneficiaries under any existing long term incentive plan, group welfare or retirement plan of the Company in which Executive and/or such dependents are participants. THE EXECUTIVE acknowledges that he/she has been encouraged to seek the advice of an attorney of his/her choice in regard to this Release. Suburban and the Executive repre­sent that they have relied upon the advice of their attorneys, who are attorneys of their own choice, or they have knowingly and willingly not sought the advice of their attor­neys. The Executive hereby understands and acknowledges the significance and conse­quences of such Release and represents that the terms of this Release are fully understood and voluntarily accepted by him/her, without coercion. THE EXECUTIVE further agrees and understands that he/she has twenty-one (21) days from his/her receipt of this Release to review and return this Release to Suburban's Human Resources: Department in Whippany, New Jersey and seven (7) days following his /her signing of this Release to revoke the Release. THE EXECUTIVE acknowledges that he/she has had a sufficient amount of time to con­sider the terms of this Release. Both the Executive and Suburban have cooperated in the drafting and preparation of this Release. Hence, in any construction to be made of this Release, the same shall not be construed against any party on the basis that the party was the drafter. In any event, it is agreed that this Release shall be interpreted in accordance with the laws of the state of New Jersey. IF ONE OR MORE of the provisions of this release shall for any reason be held invalid, illegal or unenforceable in any respect by a Court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect or impair any other provision of Release, but this release shall be construed as if such invalid, illegal, or unenforceable provision had not been contained herein.

IN FURTHER CONSIDERATION. FOR THE PAYMENTS SET FORTH ABOVE, Executive hereby, on behalf of himself/herself, his/her descendants, ancestors, dependents, heirs, executors, administrators, assigns and successors, covenants not to ▇▇▇, and fully and forever releases and unequivocally discharges Suburban, its subsidiaries, affiliates, divisions, successors, predecessors and assigns, together with its past and pre­sent present trustees, directors, officers, agents, attorneys, insurers, employees, unit holders, and representatives, and all persons acting by, through, under or in concert with any of them (collectively "“Releasees"”) from any and all claims, wages demands, rights, liens, agree­mentsagreements, contracts, covenants, actions, suits, causes of action, obligations, debts, costs, expenses, attorneys' ’ fees, damages, judgments, orders or liabilities of whatsoever kind or nature in law, equity or otherwise, whether now known or unknown, suspected or unsus­pected unsuspected which the Executive now owns, holds, or claims to have, own, or held or that Executive at any time heretofore had, owned, held or claimed to have, own, or hold, against each or any of the Releasees. THE EXECUTIVE covenants and agrees that he/she will not, either individually or in concert with others, file or voluntarily participate or assist in the prosecution of any court proceedings against the Releasees, provided that nothing in this Agreement shall prevent (a) Executive's ’s participation in any such proceeding where such participation is required by summons or subpoena or is otherwise compelled by law, or (b) Executive's ’s challenge to the validity of this Release. THE EXECUTIVE understands and agrees that he/she has no right to further employ­ment employment with Suburban and that Suburban will have no obligation to reemploy him/her at any time in the future. THE EXECUTIVE hereby agrees and acknowledges that this Release and its contents shall not constitute or be deemed an admission of liability or wrongdoing on behalf of Suburban or the Executive, the same being expressly denied by each party. THE EXECUTIVE covenants and agrees that he/she will treat this Release and its con­tents contents in a confidential manner and not disclose any of its terms, including the amount of money referred to or the terms of the non-compete provision contained in this Release, with any party other than his/her attorney(s), accountant(s) or other professional advisors. Suburban likewise agrees to keep this Release and its contents confidential. THE EXECUTIVE warrants and agrees that he/she is responsible for any federal, state, and local taxes which may be owed by him/her by virtue of the receipt of any portion of the consideration herein provided. Executive agrees to hold Suburban harmless from any claims by taxing authorities arising solely out of Executive's ’s failure to properly report any amounts received by Executive pursuant to this Release. SUBURBAN AND THE EXECUTIVE acknowledge and agree that this Agreement does not, and shall not be construed to, release or limit the scope of any existing obligation of the Suburban (i) to indemnify Executive for his acts as an officer or director of Company in accordance with the bylaws of Company and the policies and procedures of Company that are presently in effect, (ii) to Executive with respect to certain compensation and benefits upon termination, pursuant to Section 6 of the Employment Agreement which are contingent upon the execution of this Release or (iii) to Executive and his eligible, participating dependents or beneficiaries under any existing long term incentive plan, group welfare or retirement plan of the Company in which Executive and/or such dependents are participants. THE EXECUTIVE acknowledges that he/she has been encouraged to seek the advice of an attorney of his/her choice in regard to this Release. Suburban and the Executive repre­sent represent that they have relied upon the advice of their attorneys, who are attorneys of their own choice, or they have knowingly and willingly not sought the advice of their attor­neysattorneys. The Executive hereby understands and acknowledges the significance and conse­quences consequences of such Release and represents that the terms of this Release are fully understood and voluntarily accepted by him/her, without coercion. THE EXECUTIVE further agrees and understands that he/she has twenty-one (21) days from his/her receipt of this Release to review and return this Release to Suburban's ’s Human Resources: Department in Whippany, New Jersey and seven (7) days following his /her signing of this Release to revoke the Release. THE EXECUTIVE acknowledges that he/she has had a sufficient amount of time to con­sider consider the terms of this Release. Both the Executive and Suburban have cooperated in the drafting and preparation of this Release. Hence, in any construction to be made of this Release, the same shall not be construed against any party on the basis that the party was the drafter. In any event, it is agreed that this Release shall be interpreted in accordance with the laws of the state of New Jersey. IF ONE OR MORE of the provisions of this release shall for any reason be held invalid, illegal or unenforceable in any respect by a Court of competent jurisdiction, such invalidity, illegality or unenforceability shall not affect or impair any other provision of Release, but this release shall be construed as if such invalid, illegal, or unenforceable provision had not been contained herein. PLEASE READ CAREFULLY. YOU ARE ADVISED TO CONSULT WITH AN ATTORNEY BEFORE SIGNING THIS AGREEMENT. THIS AGREEMENT INCLUDES A RELEASE OF ALL KNOWN AND UNKNOWN CLAIMS.