Common use of Notice and Revocation Clause in Contracts

Notice and Revocation. a. The Employee acknowledges that the Employee was given at least twenty-one (21) days to consider the terms of this Additional Release and consult with an attorney of the Employee’s choice. To the extent that the Employee elects to enter into this Additional Release prior to the expiration of such period, the Employee acknowledges that the Employee has done so voluntarily and has knowingly waived the balance of such consideration period. The Employee understands that, to be eligible for the Separation Benefits, Employee must return this Additional Release signed and dated, as of the Separation Date, to the Company via e-mail to ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ at ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇. b. The Employee understands that Employee has seven (7) days from the date the Employee signs this Additional Release to revoke the Additional Release by delivering notice of revocation by 11:59pm ET to ▇▇▇▇▇ ▇▇▇▇▇▇▇ before the end of such seven-day period, and that this Additional Release will not become effective until the eighth (8th) day after the Employee has delivered this Additional Release, signed and dated, to the Company without revoking the Additional Release (“Additional Release Effective Date”). Employee’s Acknowledgment of Knowing and Voluntary Release BY EXECUTING THIS ADDITIONAL RELEASE, I ACKNOWLEDGE: I HAVE CAREFULLY READ THIS ADDITIONAL RELEASE AND I FULLY UNDERSTAND ALL OF THE PROVISIONS OF THIS ADDITIONAL RELEASE. I HAVE BEEN ENCOURAGED AND ADVISED IN WRITING TO SEEK ADVICE FROM COUNSEL OF MY CHOOSING REGARDING THIS ADDITIONAL RELEASE AND HAVE DONE SO TO THE EXTENT I DEEM APPROPRIATE. I HAVE BEEN GIVEN ADEQUATE TIME, TWENTY ONE (21) BUSINESS DAYS, TO REVIEW THE ADDITIONAL RELEASE. IN SIGNING THIS ADDITIONAL RELEASE, I AM NOT RELYING ON ANY REPRESENTATION OR STATEMENT (WRITTEN OR ORAL) NOT SPECIFICALLY SET FORTH HEREIN BY THE COMPANY OR ANY OF ITS REPRESENTATIVES WITH REGARD TO THE SUBJECT MATTER, BASIS, OR EFFECT OF THIS ADDITIONAL RELEASE OR OTHERWISE. I WAS NOT COERCED, THREATENED, OR OTHERWISE FORCED TO SIGN THIS ADDITIONAL RELEASE. I AM VOLUNTARILY SIGNING AND DELIVERING THIS ADDITIONAL RELEASE. 4 I UNDERSTAND THAT BY SIGNING THIS ADDITIONAL RELEASE, I ACCEPT THE COMPANY’S OFFER. _________ IN WITNESS WHEREOF, the Parties have executed this Additional Release. AGREED TO AND ACCEPTED: By Employee: ______________________________________ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ DATE: _______________________________ For Company: By: ____________________________________ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Chief People Officer DATE: _____________________________

Notice and Revocation. a. The Employee acknowledges You understand and agree that the Employee was given at least you: (a) Have had a full twenty-one (21) days within which to consider this Agreement before executing it. (b) Have carefully read and fully understand all of the provisions of this Agreement. (c) Are, through this Agreement, releasing Elan and Releasees from any and all claims you may have against Elan and/or Releasees. (d) Knowingly and voluntarily agree to all of the terms set forth in this Agreement. L▇▇▇ ▇▇▇▇▇ Severance Agreement July 18, 2007 (e) Knowingly and voluntarily intend to be legally bound by the same. (f) Were advised and hereby are advised in writing to consider the terms of this Additional Release Agreement and consult with an attorney of the Employee’s choice. To the extent that the Employee elects to enter into this Additional Release your choice prior to executing this Agreement. (g) Have a full seven (7) days following execution of this Agreement to revoke this Agreement and have been and hereby am advised in writing that this Agreement shall not become effective or enforceable until the expiration of such periodrevocation period has expired. Any revocation by you must be made in writing and must be received by General Counsel, the Employee acknowledges that the Employee has done so voluntarily and has knowingly waived the balance of such consideration period. The Employee understands thatLegal Department, to be eligible for the Separation BenefitsElan Pharmaceuticals, Employee must return this Additional Release signed and datedInc., as of the Separation Date, to the Company via e-mail to 8▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇., ▇▇▇▇▇ ▇▇▇ ▇▇▇▇▇▇▇▇ at ▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇. b. The Employee understands that Employee has seven (7) days from the date the Employee signs this Additional Release to revoke the Additional Release by delivering notice of revocation by 11:59pm ET to ▇▇▇, ▇▇ ▇▇▇▇▇▇▇ before the end of , within such seven-seven (7) day period. If you timely revoke this Agreement, you shall not be eligible to receive the consideration set forth in Paragraph 1 of this Agreement. If you timely submit the signed Agreement and do not timely exercise your right to revoke the Agreement, you shall be eligible to receive all of the consideration set forth in this Agreement. (h) Understand that this Additional Release will not become effective until rights or claims under the eighth Age Discrimination in Employment Act of 1967 (8th29 U.S.C. § 621 et seq.) day that may arise after the Employee has delivered date of this Additional ReleaseAgreement is executed are not waived. You also understand that nothing in this Agreement shall be construed to prohibit you from filing a charge or complaint, signed and dated, including a challenge to the Company without revoking validity of this Agreement, with the Additional Release (“Additional Release Effective Date”). Employee’s Acknowledgment of Knowing and Voluntary Release BY EXECUTING THIS ADDITIONAL RELEASE, I ACKNOWLEDGE: I HAVE CAREFULLY READ THIS ADDITIONAL RELEASE AND I FULLY UNDERSTAND ALL OF THE PROVISIONS OF THIS ADDITIONAL RELEASE. I HAVE BEEN ENCOURAGED AND ADVISED IN WRITING TO SEEK ADVICE FROM COUNSEL OF MY CHOOSING REGARDING THIS ADDITIONAL RELEASE AND HAVE DONE SO TO THE EXTENT I DEEM APPROPRIATE. I HAVE BEEN GIVEN ADEQUATE TIME, TWENTY ONE (21) BUSINESS DAYS, TO REVIEW THE ADDITIONAL RELEASE. IN SIGNING THIS ADDITIONAL RELEASE, I AM NOT RELYING ON ANY REPRESENTATION OR STATEMENT (WRITTEN OR ORAL) NOT SPECIFICALLY SET FORTH HEREIN BY THE COMPANY OR ANY OF ITS REPRESENTATIVES WITH REGARD TO THE SUBJECT MATTER, BASIS, OR EFFECT OF THIS ADDITIONAL RELEASE OR OTHERWISE. I WAS NOT COERCED, THREATENED, OR OTHERWISE FORCED TO SIGN THIS ADDITIONAL RELEASE. I AM VOLUNTARILY SIGNING AND DELIVERING THIS ADDITIONAL RELEASEEqual Employment Opportunity Commission or participating in any investigation or proceeding conducted by the Equal Employment Opportunity Commission. 4 I UNDERSTAND THAT BY SIGNING THIS ADDITIONAL RELEASE, I ACCEPT THE COMPANY’S OFFER. _________ IN WITNESS WHEREOF, the Parties have executed this Additional Release. AGREED TO AND ACCEPTED: By Employee: ______________________________________ ▇▇▇▇▇▇▇▇▇ ▇▇▇▇ DATE: _______________________________ For Company: By: ____________________________________ ▇▇▇▇▇ ▇▇▇▇▇▇▇▇ Chief People Officer DATE: _____________________________