Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Release (“Review Period”) from the date Executive received it. Executive agrees that to the extent there are changes made to the terms of this February 28, 2014 Release, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Release is not recommenced. Executive cannot sign this February 28, 2014 Release prior to Executive’s Termination Date. To accept this February 28, 2014 Release, Executive must sign both originals and return them to the Chief Human Resources Officer on or no later than three business days following the Termination Date. Executive acknowledges that the Company, Western Union and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 Release. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 RELEASE TO REVIEW THIS FEBRUARY 28, 2014 RELEASE WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 RELEASE. Executive is further advised that Executive has seven days after Executive signs this February 28, 2014 Release to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Release as specified in the immediately preceding sentence, the Company and Western Union shall deem this February 28, 2014 Release to be void in its entirety, in which case none of the parties shall be bound by its terms and no payment shall be made to the Executive hereunder. If Executive properly revokes this February 28, 2014 Release, Executive shall nevertheless remain subject to any other agreement that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates as referenced in the paragraph titled “Other Agreements, Survivability and Successorship” and Exhibit A hereto shall be declared null and void. Executive’s signature below indicates that Executive has carefully read, reviewed, and fully understands this February 28, 2014 Release. Executive acknowledges that Executive’s signature below constitutes a knowing and voluntary execution of this February 28, 2014 Release and Executive signs the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this day of , 2014. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Western Union, LLC By: Title: Dated this day of , 2014. The Western Union Company By: Title: Dated this day of , 2014.
Appears in 1 contract
Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Release Agreement (“Review Period”) from the date Executive received it. Executive agrees that to the extent there are changes made to the terms of this February 28, 2014 ReleaseAgreement, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Release Agreement is not recommenced. Executive cannot sign this February 28, 2014 Release prior to Executive’s Termination Date. To accept this February 28, 2014 ReleaseAgreement, Executive must sign both originals and return them to the Chief Human Resources Officer ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ on or no later than three business days following before the Termination Datelast day of the Review Period. Executive acknowledges that the Company, Western Union Company and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 ReleaseAgreement. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 RELEASE AGREEMENT TO REVIEW THIS FEBRUARY 28, 2014 RELEASE AGREEMENT WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 RELEASEAGREEMENT. Executive is further advised that Executive has seven 7 days after Executive signs this February 28, 2014 Release Agreement to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Release Agreement as specified in the immediately preceding sentence, the Company and Western Union shall deem this February 28, 2014 Release Agreement to be void in its entirety, in which case none of the parties neither party shall be bound by its terms and no payment shall be made to the Executive hereunder. If Executive properly revokes this February 28, 2014 ReleaseAgreement, Executive shall nevertheless remain subject to any other agreement that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates as referenced in the paragraph titled “Other Agreements, Survivability and Successorship” and ”. Exhibit A hereto shall be declared null and void. 10.1 Executive’s signature below indicates that Executive has carefully read, reviewed, and fully understands this February 28, 2014 ReleaseAgreement. Executive acknowledges that Executive’s signature below constitutes a knowing and voluntary execution of this February 28, 2014 Release Agreement and Executive signs the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this day of , 2014. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Western Union, LLC By: Title: Dated this day of , 2014. The Western Union Company By: Title: Dated this day of , 20142011.
Appears in 1 contract
Sources: Mutual Separation Agreement
Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Release (“Review Period”) from the date Executive received it. Executive agrees that to the extent there are changes made to the terms of this February 28, 2014 Release, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Release is not recommenced. Executive cannot sign this February 28, 2014 the Release or the Release – ExhibitA prior to Executive’s Termination Separation Date. To accept this February 28, 2014 ReleaseRelease and the Release – Exhibit A, Executive must sign originals of both originals and return them to the Chief Human Resources Officer ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ on or no later than three five business days following the Termination Separation Date. Executive acknowledges that the Company, Western Union Company and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 Release. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 RELEASE TO REVIEW THIS FEBRUARY 28, 2014 RELEASE WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 RELEASE. Executive is further advised that Executive has seven days after Executive signs this February 28, 2014 Release to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Release as specified in the immediately preceding sentence, the Company and Western Union shall deem this February 28, 2014 Release and the Release – Exhibit A to be void in its entirety, in which case none of the parties neither party shall be bound by its terms and no payment shall be made to the Executive hereunder. If Executive properly revokes this February 28, 2014 Release, Executive shall nevertheless remain subject to any other agreement that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates as referenced in the paragraph titled “Other Agreements, Survivability and Successorship” and the Release – Exhibit A hereto shall be declared null and void. Exhibit 10.1 CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH THE SECURITIES ACT OF 1933, AS AMENDED, AND RULE 24B-2 PROMULGATED THEREUNDER. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS Executive’s signature below indicates that Executive has carefully read, reviewed, and fully understands this February 28, 2014 Release and the attached Release. —Exhibit A. Executive acknowledges that Executive’s signature below constitutes a knowing and voluntary execution of this February 28, 2014 Release and Executive signs the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this day of , 20142011. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Western UnionWESTERN UNION, LLC By: Title: Dated this day of , 20142011. Exhibit 10.1 CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH THE SECURITIES ACT OF 1933, AS AMENDED, AND RULE 24B-2 PROMULGATED THEREUNDER. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS EXHIBIT A TO SEPTEMBER 30, 2011 RELEASE GLOBAL NON-DISCLOSURE, AND U.S. NON-SOLICITATION AND U.S. NON-COMPETITION AGREEMENT For purposes of this Exhibit A, “Company” refers to Western Union, LLC, The Western Union Company By: Title: Dated or its Affiliates (as defined in the Agreement) (hereinafter individually and collectively referred to as the “Company” for purposes of this day Exhibit A). Executive agrees that the Company is engaged in a highly competitive business and has expended, and continues to expend, significant money, skill, and time to develop and maintain valuable customer relationships, trade secrets, and confidential and proprietary information. Executive agrees that Executive’s work for the Company has brought Executive into close contact with many of the Company’s customers, 2014Trade Secrets, Confidential Information, and Third Party Information (as defined below) and the Company has provided Executive access to such information to perform Executive’s job duties, the disclosure of which would cause the Company significant and irreparable harm. Executive recognizes that any unauthorized disclosure of Third Party Information could breach non-disclosure obligations or violate applicable laws or Company policy. Executive further agrees that the covenants in this Agreement are reasonable and necessary to protect the Company’s legitimate business interests in its customer relationships, Trade Secrets, Confidential Information, and Third Party Information (as defined in Section I below). Company has provided Executive access to “trade secret” information as that term is used in Colorado Revised Statute § 8-2-113 and Executive is “executive and management personnel” as that term is used in Colorado Revised Statute § 8-2-113.
I. Nondisclosure of Trade Secrets, Confidential Information and Third Party Information.1 Executive agrees that for so long as the pertinent information or documentation remains a Trade Secret, Executive will not use, disclose, or disseminate to any other person, organization, or entity or otherwise employ any Company Trade Secrets. Executive further agrees that for two (2) years after the cessation of Executive’s employment with the Company, Executive will not use, disclose, or disseminate to any other person, organization, or entity or otherwise employ any Company Confidential Information. The obligations set forth herein shall not apply to any Trade Secrets or Confidential Information which shall have become generally known to competitors of the Company through no act or omission of Executive, nor shall the obligations set forth herein apply to disclosures made pursuant to the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, 15 U.S.C. § 7245. Executive agrees that for so long as the pertinent information or documentation is subject to protection under Company nondisclosure obligations, policy or applicable law but in any event not less than two (2) years, Executive will not use, disclose, or disseminate to any other person, organization, or entity or otherwise employ any Third Party Information.
A. Company “Trade Secrets” includes but is not limited to the following:
1. any data or information that is competitively sensitive or commercially valuable, and not generally known to the public, including, but not limited to, products planning information, marketing strategies, marketing results, forecasts or strategies, plans, finance, operations, reports, data, customer relationships, customer profiles, customer lists, sales estimates, business plans, and internal performance results relating to the past, present or future business activities of the Company, its customers, clients, and suppliers; and 1 For avoidance of doubt this covenant applies on a global basis without limitations. Exhibit 10.1 CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH THE SECURITIES ACT OF 1933, AS AMENDED, AND RULE 24B-2 PROMULGATED THEREUNDER. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS
2. any scientific or technical information, design, process, procedure, formula, or improvement, computer software, object code, source code, specifications, inventions, systems information, whether or not patentable or copyrightable.
Appears in 1 contract
Sources: Mutual Separation Agreement
Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Supplemental Release (“Review Period”) from the date that Executive received itit on May 29, 2019. Executive cannot sign this Supplemental Release prior to Executive’s Termination Date. Executive agrees that to the extent changes were made to the terms of the Agreement or there are changes made to the terms of this February 28, 2014 Supplemental Release, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Supplemental Release is not recommenced. Executive cannot sign this February 28, 2014 Release prior to Executive’s Termination Date. To accept this February 28, 2014 the Supplemental Release, Executive must sign both originals the original and return them it to the Chief Human Resources Officer on or no later than three business ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇ within five (5) days following after the Termination Date. Executive acknowledges that the Company, Western Union Company and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 ReleaseSupplemental Release and the Agreement. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 SUPPLEMENTAL RELEASE TO REVIEW THIS FEBRUARY 28, 2014 SUPPLEMENTAL RELEASE WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 SUPPLEMENTAL RELEASE. Executive is further advised that Executive has seven 7 calendar days after Executive signs this February 28, 2014 Supplemental Release to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Supplemental Release as specified in the immediately preceding sentence, the Company and Western Union shall will deem this February 28, 2014 Supplemental Release to be void in its entirety, in which case none of the parties shall neither party will be bound by its terms and no payment shall will be made to the Executive hereunder, beyond the $5,000 (gross) as specified in paragraphs 16 and 22 of the Agreement. If Executive properly revokes this February 28, 2014 Release, Executive shall nevertheless remain subject to any The Agreement and all other agreement agreements that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates (as referenced in the paragraph in the Agreement titled “Other Agreements, Survivability and Successorship” ”) will remain in full force and Exhibit A hereto shall be declared null effect whether or not Executive signs or does not sign this Supplemental Release and voidwhether or not Executive revokes or does not revoke this Supplemental Release after having signed it. Executive’s signature below indicates that Nothing in this Supplemental Release precludes Executive has carefully read, reviewed, and fully understands this February 28, 2014 Release. Executive acknowledges that Executive’s signature below constitutes from filing a knowing and voluntary execution lawsuit to challenge the validity of this February 28, 2014 Release and Executive signs Agreement under the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this day of , 2014ADEA. ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Western Union, LLC By: Title: Dated For purposes of this day of Exhibit B, 2014. “Company” refers to Western Union, LLC, The Western Union Company By: Title: Dated and/or its subsidiaries or Affiliates (as defined in the Agreement) for which Executive works or may work in the future (hereinafter individually and collectively referred to as the “Company” for purposes of this day Exhibit B). Executive agrees that the Company is engaged in a highly competitive business and has expended, and continues to expend, significant money, skill, and time to develop and maintain valuable customer relationships, trade secrets, and confidential and proprietary information. Executive agrees that Executive’s work for the Company has brought Executive into close contact with many of the Company’s customers, 2014Trade Secrets, Confidential Information, and Third Party Information (as defined below) and the Company has provided Executive access to such information to perform Executive’s job duties, the disclosure of which would cause the Company significant and irreparable harm. Executive recognizes that any unauthorized disclosure of Third Party Information could breach non-disclosure obligations or violate applicable laws or Company policy. Executive further agrees that the covenants in this Agreement are reasonable and necessary to protect the Company’s legitimate business interests in its customer relationships, Trade Secrets, Confidential Information, and Third Party Information (as defined in Section I below).
Appears in 1 contract
Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Release (“Review Period”) Separation Agreement from the date Executive received it. Executive agrees that to the extent there are changes made to the terms of this February 28, 2014 ReleaseSeparation Agreement, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Release Separation Agreement is not recommenced. Executive cannot sign this February 28, 2014 Release prior to Executive’s Termination Date. To accept this February 28, 2014 ReleaseSeparation Agreement, Executive must sign both originals and return them to the Chief Human Resources Officer on or no later than three business days following the Termination Datebefore January 16, 2014. Executive acknowledges that the Company, Western Union and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 ReleaseSeparation Agreement. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 RELEASE SEPARATION AGREEMENT TO REVIEW THIS FEBRUARY 28, 2014 RELEASE SEPARATION AGREEMENT WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 RELEASESEPARATION AGREEMENT. Executive is further advised that Executive has seven 7 days after Executive signs this February 28, 2014 Release Separation Agreement to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Release Separation Agreement as specified in the immediately preceding sentence, the Company and Western Union shall deem this February 28, 2014 Release Separation Agreement to be void in its entirety, in which case none of the parties shall be bound by its terms and no payment shall be made to the Executive hereunder. If Executive properly revokes this February 28, 2014 ReleaseSeparation Agreement, Executive shall nevertheless remain subject to any other agreement that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates as referenced in the paragraph titled “Other Agreements, Survivability and Successorship” and Exhibit A hereto shall be declared null and void”. Executive’s signature below indicates that Executive has carefully read, reviewed, and fully understands this February 28, 2014 ReleaseSeparation Agreement. Executive acknowledges that Executive’s signature below constitutes a knowing and voluntary execution of this February 28, 2014 Release Separation Agreement and Executive signs the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this 16th day of January, 2014. /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Western Union, LLC /s/ ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ By: ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Title: Dated this day of , 2014. Assistant Secretary The Western Union Company /s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ By: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ Title: Dated this day Assistant Secretary This Schedule 1 to the Separation Agreement and Release, including the attached Exhibit A (together, the "February 28, 2014 Release"), is hereby entered into between ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ ("Executive"), Western Union, LLC ("Company"), and The Western Union Company ("Western Union"), with respect to Executive’s termination of employment with the Company effective February 28, 20142014 (“Termination Date”). This February 28, 2014 Release shall be binding on the parties according to its terms and the terms of the Separation Agreement and Release (“Separation Agreement”) upon its execution by Executive, whether or not executed by the Company and/or Western Union, subject to the provisions of The Western Union Company Severance / Change in Control Policy (Executive Committee Level) (“Severance Policy”).
Appears in 1 contract
Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Release (“Review Period”) from the date Executive received it. Executive agrees that to the extent there are changes made to the terms of this February 28, 2014 Release, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Release is not recommenced. Executive cannot sign this February 28, 2014 the Release or the Release – ExhibitA prior to Executive’s Termination Separation Date. To accept this February 28, 2014 ReleaseRelease and the Release – Exhibit A, Executive must sign originals of both originals and return them to the Chief Human Resources Officer ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ on or no later than three five business days following the Termination Separation Date. Executive acknowledges that the Company, Western Union Company and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 Release. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 RELEASE TO REVIEW THIS FEBRUARY 28, 2014 RELEASE WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 RELEASE. Executive is further advised that Executive has seven days after Executive signs this February 28, 2014 Release to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Release as specified in the immediately preceding sentence, the Company and Western Union shall deem this February 28, 2014 Release and the Release – Exhibit A to be void in its entirety, in which case none of the parties neither party shall be bound by its terms and no payment shall be made to the Executive hereunder. If Executive properly revokes this February 28, 2014 Release, Executive shall nevertheless remain subject to any other agreement that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates as referenced in the paragraph titled “Other Agreements, Survivability and Successorship” and the Release – Exhibit A hereto shall be declared null and void. Executive’s signature below indicates that Executive has carefully read, reviewed, and fully understands this February 28, 2014 Release and the attached Release. —Exhibit A. Executive acknowledges that Executive’s signature below constitutes a knowing and voluntary execution of this February 28, 2014 Release and Executive signs the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this day of , 20142011. ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇ Western UnionWESTERN UNION, LLC By: Title: Dated this day of , 20142011. For purposes of this Exhibit A, “Company” refers to Western Union, LLC, The Western Union Company By: Title: Dated or its Affiliates (as defined in the Agreement) (hereinafter individually and collectively referred to as the “Company” for purposes of this day Exhibit A). Executive agrees that the Company is engaged in a highly competitive business and has expended, and continues to expend, significant money, skill, and time to develop and maintain valuable customer relationships, trade secrets, and confidential and proprietary information. Executive agrees that Executive’s work for the Company has brought Executive into close contact with many of the Company’s customers, 2014Trade Secrets, Confidential Information, and Third Party Information (as defined below) and the Company has provided Executive access to such information to perform Executive’s job duties, the disclosure of which would cause the Company significant and irreparable harm. Executive recognizes that any unauthorized disclosure of Third Party Information could breach non-disclosure obligations or violate applicable laws or Company policy. Executive further agrees that the covenants in this Agreement are reasonable and necessary to protect the Company’s legitimate business interests in its customer relationships, Trade Secrets, Confidential Information, and Third Party Information (as defined in Section I below). Company has provided Executive access to “trade secret” information as that term is used in Colorado Revised Statute § 8-2-113 and Executive is “executive and management personnel” as that term is used in Colorado Revised Statute § 8-2-113.
Appears in 1 contract
Review Period and Revocation. Executive acknowledges that Executive was given a period of at least 21 calendar days to review this February 28, 2014 Release Agreement (“Review Period”) from the date Executive received it. Executive agrees that to the extent there are changes made to the terms of this February 28, 2014 ReleaseAgreement, whether they are material or immaterial, the 21-day period for review of this February 28, 2014 Release Agreement is not recommenced. Executive cannot sign this February 28, 2014 Release prior to Executive’s Termination Date. To accept this February 28, 2014 ReleaseAgreement, Executive must sign both originals and return them to the Chief Human Resources Officer ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ on or no later than three business days following before the Termination Datelast day of the Review Period. Executive acknowledges that the Company, Western Union Company and the Released Parties have made no promises to Executive other than those contained in this February 28, 2014 ReleaseAgreement. EXECUTIVE ACKNOWLEDGES THAT EXECUTIVE WAS ADVISED IN WRITING BY THIS FEBRUARY 28, 2014 RELEASE AGREEMENT TO REVIEW THIS FEBRUARY 28, 2014 RELEASE AGREEMENT WITH AN ATTORNEY BEFORE SIGNING THIS FEBRUARY 28, 2014 RELEASEAGREEMENT. Executive is further advised that Executive has seven 7 days after Executive signs this February 28, 2014 Release Agreement to revoke it by notifying the Company of such revocation in writing. In the event Executive revokes this February 28, 2014 Release Agreement as specified in the immediately preceding sentence, the Company and Western Union shall deem this February 28, 2014 Release Agreement to be void in its entirety, in which case none of the parties neither party shall be bound by its terms and no payment shall be made to the Executive hereunder. If Executive properly revokes this February 28, 2014 ReleaseAgreement, Executive shall nevertheless remain subject to any other agreement that Executive signed while employed with the Company, Western Union, and/or their subsidiaries or Affiliates as referenced in the paragraph titled “Other Agreements, Survivability and Successorship” and Exhibit A hereto shall be declared null and void”. Executive’s signature below indicates that Executive has carefully read, reviewed, and fully understands this February 28, 2014 ReleaseAgreement. Executive acknowledges that Executive’s signature below constitutes a knowing and voluntary execution of this February 28, 2014 Release Agreement and Executive signs the same of Executive’s own free will and it is Executive’s intention to be bound thereby. Dated this day of , 20142011. ▇▇▇▇▇ ▇. ▇▇▇▇▇ By: Title Dated this day of , 2011. Pursuant to The Western Union Company Senior Executive Annual Incentive Plan (the “Plan”), ▇▇▇▇▇ ▇. ▇▇▇▇▇ (“the Participant”) has been identified as eligible to participate in the Plan for the Performance Period set forth below and has been determined to be eligible to receive the Incentive Award described below. Certain terms and conditions of the Incentive Award are set forth immediately below in this Incentive Award Acceptance Agreement. Other terms and conditions are set forth in the Incentive Award Agreement which is appended to this Incentive Award Acceptance Agreement. The Incentive Award Acceptance Agreement and the Incentive Award Agreement are together the “Agreement” which is made and entered into between The Western UnionUnion Company, LLC Bya Delaware corporation (“the Company”), and the Participant as of the beginning of the Performance Period set forth below. Capitalized terms not otherwise defined in this Incentive Award Acceptance Agreement are defined in the Plan or the Incentive Award Agreement. Maximum Award: Title11.52% of the Incentive Pool Target Award: Dated this day $495,317 (actual Award, if any, to reflect Participant’s September 30, 2011 Separation Date) Performance Period: January 1, 2011 – December 31, 2011 Incentive Pool: 3.0% of Operating Income for fiscal year 2011 Vesting Date: December 31, 2014. 2011 The Participant acknowledges receipt of copies of the Incentive Award Agreement, The Western Union Company Clawback Policy (the “Clawback Policy”) and the Plan (which are incorporated by reference and made a part hereof) and this Incentive Award Acceptance Agreement and agrees to abide by all of the terms and conditions of the Incentive Award Agreement, the Clawback Policy and the Plan. In witness whereof, the parties have executed the Agreement as of , 2011. THE WESTERN UNION COMPANY, a Delaware corporation By: Name: Title: Dated this day Agreed and Accepted: Participant Pursuant to the provisions of The Western Union Company Senior Executive Annual Incentive Plan (the “Plan”), 2014▇▇▇▇▇ ▇. ▇▇▇▇▇ (the “Participant”), has been identified as eligible to participate in the Plan for the Performance Period set forth in the Incentive Award Acceptance Agreement and has been determined to be eligible to receive an Incentive Award (the “Award”), upon and subject to the restrictions, terms and conditions set forth in the Incentive Award Acceptance Agreement, the Plan and below. Capitalized terms not defined herein shall have the meanings specified in the Plan.
Appears in 1 contract