Occidental Petroleum 2001 Annual Report Download - page 101

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in connection with the receipt of benefits under any benefit plans shall be
governed by the claims procedures under the applicable plan.
- 4 -
14. Release Acknowledgment. Consultant expressly acknowledges and agrees
that the releases given above include a waiver and release of all claims which
Consultant has or may have under the Age Discrimination in Employment Act Of
1967, as amended, 29 U.S.C. Section 621 et seq. The releases given above are
given only in exchange for consideration (something of value) in addition to
anything of value to which Consultant is otherwise already entitled. All
releases set forth above do not waive rights or claims which may arise after the
date of execution of this Agreement. Consultant acknowledges that (i) this
entire Agreement is written in a manner calculated to be and is understood by
Consultant, (ii) he has been advised in writing to consult with an attorney
before executing this Agreement, and (iii) he has up to forty-five (45) days
from the date he is presented with this Agreement to consider whether or not to
sign the Agreement, and (iv) to the extent he executes this Agreement before the
expiration of the forty-five (45)-day period, he does so knowingly and
voluntarily. If Consultant signs this Agreement he shall have the right to
cancel and revoke this Agreement during a period of seven (7) calendar days
following his execution of the Agreement and this Agreement shall not become
effective, and no money shall be paid hereunder until the expiration of such
seven (7)-day period. In order to revoke this Agreement, Consultant shall
deliver to OPC, prior to the expiration of said seven (7)-day period, a written
notice of cancellation. This Agreement shall become effective on the eighth
(8th) day after Consultant's execution, provided there has been no revocation
pursuant to this paragraph.
15. Severability. Should any part of this Agreement, with the exception of
Paragraphs 1 and 2, the releases and related provisions embodied in Paragraphs
8, 9 and 14, be declared or determined by any Court or other tribunal of
appropriate jurisdiction to be invalid or unenforceable, any such invalid or
unenforceable part, term or provision shall be stricken and severed from this
Agreement and all other terms of the Agreement shall remain in full force and
effect to the fullest extent permitted by law. The releases and related
provisions embodied in Paragraphs 8, 9, and 14 and Paragraphs 1 and 2 are
material to this Agreement and should any of these paragraphs be deemed invalid
or unenforceable, this Agreement shall be null and void and any consideration
received under this Agreement shall be returned to OPC.
16. Assignment. This Agreement shall be binding upon Consultant, his
heirs, executors and assigns and upon OPC, its successors and assigns.
17. Governing Law. This Agreement is made and entered into in the State of
California and shall be governed by, and construed in accordance with, the laws
of the State of California, without regard to principles of conflict of laws.
18. No Change of Control of Employer (as defined below) shall be deemed to
amend the terms and conditions of this Agreement. For purposes of this Agreement
a "Change of Control of Employer" shall be deemed to have occurred if, after the
date of this Agreement, any person, corporation or other entity becomes the
beneficial owner, directly or indirectly, of 25% or more of the combined voting
power of Employer's then outstanding voting securities.
- 5 -
IN WITNESS WHEREOF, the parties have caused this Agreement to be executed the
day and year first hereinabove written.
OCCIDENTAL PETROLEUM CORPORATION
By