Health Net 2011 Annual Report Download - page 251

Notwithstanding the above paragraph, the arbitration procedure does not apply to claims for injunctive relief to enforce the
confidentiality provisions of Paragraph 11 of this Agreement. Employee acknowledges that in any such action, the prevailing
party will be entitled to attorneys’ fees and costs.
A-6
of this paragraph are not intended to deny employment opportunities within the Employee’s field of employment but are limited
onl
y
to those
p
rohibitions necessar
y
to
p
rotect the Com
p
an
y
from unfair com
p
etition.
13. Employee acknowledges and agrees that any developments or discoveries by Employee during the course of his or her
employment with the Company through the date of execution of this Release resulting in patents, lists of customers, trade
secrets, specialized know-how or other intellectual property useful in the then- current business of the Company shall be for the
sole benefit of the Com
p
an
y
.
14. Employee further agrees and acknowledges that in exchange for the consideration identified in Sections 2 (a) and (d) above, he
or she shall not make any disparaging comments and/or statements to anyone either orally or in writing about the Company
and/or its em
p
lo
y
ees.
15. Nothing contained herein shall be construed as an admission of any wrongful act, including, but not limited to, violation of any
contract, express or implied, or any federal, state or local employment laws or regulations, and nothing contained herein shall be
used for an
y
p
ur
p
ose exce
p
t in
p
roceedin
g
s related to the enforcement of this Release.
16. If there is any dispute between the Company and the Employee over the terms or obligations under this Release, that dispute
shall be resolved by binding arbitration before a single neutral arbitrator who shall be a retired judge. The arbitration shall
proceed in accordance with the then-current rules of the Commercial American Arbitration Association to the extent not
inconsistent with this Release. The judgment of the arbitrator shall be final, binding and nonappealable, and may be entered in
any state or federal court having jurisdiction thereafter. The arbitrator shall be bound to apply and follow the applicable state or
federal laws in reaching a decision in this matter. Any disagreement regarding whether a dispute is required to be arbitrated
pursuant to this Release shall be decided by the arbitrator. The Federal Arbitration Act, 9 U.S.C. Sections 1-16, shall govern the
interpretation and enforcement of this paragraph. The prevailing party will be entitled to recover reasonable attorney’s fees and
costs incurred in an
y
action to enforce or defend this Release.
17. The parties further represent and agree that they will keep the terms, amounts and facts of this Release completely confidential,
and that they will not hereafter disclose any information concerning this Release to anyone except their respective immediate
family, attorneys or accountants or taxing authorities, except as may be required by law. Employee agrees that if Employee
discloses this Release to anyone in his or her immediate family, his or her attorney(s), or his or her accountant(s), Employee will
ensure that the individual to whom Employee discloses the Agreement understands that he or she is also subject to this
confidentiality provision. Employee agrees that he or she is liable for any breach of this provision by his or her immediate
family, attorney(s) or accountant(s), in the same manner and with the same consequences as if the Employee himself/herself had
breached this
p
rovision.