The right to the payments and benefits described in this Section 5 is conditioned upon: (i) Executive’s continued compliance with any restrictive covenants in any written agreement between Executive and the Company, including, without limitation, Sections 6 , and 7 ; and (ii) within fifty (50) days following the Termination Date, the execution and delivery to the General Counsel of the Company by Executive of a release prepared by the Company and providing for Executive’s release of any and all claims against the Company and its Affiliates (and those acting on behalf of them) that may have arisen on or before the date of the release, which release shall contain such other reasonable and customary terms as are specified by and acceptable to the Company (the “ Release ”).  Notwithstanding any provisions to the contrary, the payments and benefits described in this Section 5 shall not be paid unless and until such binding release is effective.  If such executed release is not delivered within fifty (50) days of the Termination Date, then all rights to the payments and benefits described in this Section 5 shall be forfeited.