Rosetta Stone 2011 Annual Report Download - page 146

(c) Executive acknowledges that she consulted with an attorney of her choosing before signing this the
Employment Agreement and this Release, and that the Company provided her with no fewer than twenty-one (21) days during which
to consider the provisions of the Employment Agreement and this Release and, specifically the release set forth at Section 2(a) above,
although Executive may sign and return the Release sooner if she so chooses. Executive further acknowledges that she has the right to
revoke this Release for a period of seven (7) days after signing it and that this Release shall not become effective until such seven (7)-
day period has expired. Executive acknowledges and agrees that if she wishes to revoke this Release, she must do so in writing, and
that such revocation must be signed by Executive and received by the Company in care of the Chief Executive Officer no later than
5 p.m. (Eastern Time) on the seventh (7th) day after Executive has signed this Release. Executive acknowledges and agrees that, in the
event that she revokes this Release, she shall have no right to receive the Severance Payments. Executive represents that she has read
this Release, including the release set forth in Section 2(a), above, affirms that this Release and the Employment Agreement provide
her with benefits to which she would not otherwise be entitled, and understands its terms and that she enters into this Release freely,
voluntarily, and without coercion.
3. Executive acknowledges that she has received all compensation to which she is entitled for her work up to her last
day of employment with the Company, and that she is not entitled to any further pay or benefit of any kind, for services rendered or
any other reason, other than the Severance Payments.
4. Executive agrees that the only thing of value that she will receive by signing this Release is the Severance
Payments.
5. The Parties agree that their respective rights and obligations under the Employment Agreement shall survive the
execution of this Release.
6. The parties understand and agree that this Release shall not be construed as an admission of liability on the part of
any person or entity, liability being expressly denied.
7. Executive represents and warrants to the Company that, prior to the Effective Date, Executive did not disclose to
any person, other than to Executive's spouse, tax advisor and counsel, the terms of this Release or the circumstances under which the
matter that is the subject of this Release has been resolved. After the Effective Date, neither Executive, counsel for Executive, nor any
other person under Executive's control shall disclose any term of this Release or the circumstances of Executive's separation from the
Company, except that Executive may disclose such information to Executive's spouse, or as required by subpoena or court order, or to
an attorney or accountant to the extent necessary to obtain professional advice. Executive shall not be entitled to rely upon the
foregoing exception for disclosures pursuant to subpoena or court order unless Executive has given the Company written notice,
within three business days following service of the subpoena or court order.
8. Executive covenants never to disparage or speak ill of the Company or any the Company product or service, or of
any past or present employee, officer or director of the Company, nor shall Executive at any time harass or behave unprofessionally
toward any past, present or future the Company employee, officer or director.
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