United Airlines 2009 Annual Report Download - page 155

Paul R. Lovejoy
10. Non-Disparagement. You agree not to make, or cause to be made, any statement, observation or opinion, or communicate any information (whether
oral or written, directly or indirectly) that (i) accuses or implies that any Released Party engaged in any wrongful, unlawful or improper conduct, whether relating
to your employment (or your separation from employment), the business or operations of the Company, or otherwise; or (ii) otherwise disparages or impugns the
business or reputation of any Released Party. In the event the Company receives a formal request (whether oral or written) from another employer for
information regarding your employment with the Company, the Company agrees not to make, or cause to be made, to any such employer any statement,
observation or opinion, or communicate any information (whether oral or written, directly or indirectly) that (i) accuses or implies that you engaged in any
wrongful, unlawful or improper conduct, whether relating to your employment (or your separation from employment), the business or operations of the
Company, or otherwise; or (ii) disparages or impugns your reputation. Nothing herein will be deemed to preclude either party from providing truthful testimony
or information pursuant to subpoena, court order or similar legal process, or instituting and pursuing legal action.
11. Confidential Information. You agree to hold confidential, and not to disclose to any person, firm, corporation, partnership or agency, any trade secret
or Confidential Information (as defined below), gained in the course of your employment with the Company concerning the Company or any of its affiliates,
except if such disclosure is required by law or legal process. “Confidential Information” shall include information not generally available to the public, including
but not limited to financial affairs, business plans or strategies, marketing, product pricing information, operating policies and procedures, vendor information,
expenses, performance statistics, and information designated in writing as confidential by the Company during the course of your employment with the
Company. Confidential Information shall not be considered generally available to the public if revealed improperly to the public by you or others. You agree not
to remove any Confidential Information from the Company, not to request that others do so on your behalf and to return to the Company any Confidential
Information currently in your possession.
12. Return of Property. You agree that you will immediately return to the Company all property of the Company in your possession or subject to your
control, including without limitation any laptop computers, keys, credit cards, blackberry or other personal digital assistant devices, cellular telephones, reports
and files whether stored in hard copy or electronic format and whether copies or originals. You agree that you will not alter any of the Company’s records or
computer files in any way after your Separation Date.
13. Assignment; Binding Effect. This Agreement is assignable only by the Company (provided that no such assignment shall relieve the Company of its
obligations under this Agreement to you), shall inure to the benefit of the Company’s assigns, successors, affiliates, and Released Parties, and is binding on the
parties, their representatives, agents and assigns, and as to you, your spouse, heirs, legatees, administrators, and personal representatives, and shall inure to the
benefit of your spouse, estate, heirs, legatees, administrators, and personal representatives. Specifically, in the event of your death, your spouse will be entitled,
for the remainder of the Separation Pay Period, to medical insurance as set forth on Attachment A (all on the same terms and conditions applicable to the spouses
of other active employees and subject to the terms, including any modifications, of each applicable plan, policy, or program – including, but not limited to, loss
of such benefits and privileges in the event your spouse remarries), and your estate will be entitled to all remaining payments as if you were not deceased.
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