Executive’s entitlement to the payments described in this Section 5 (it being understood that Executive shall be entitled to all such payments in accordance with the terms hereof) is expressly contingent upon Executive first providing the Company with a signed general release in substantially the form attached hereto as Exhibit A (the “ Release ”) and not revoking such release for a period of seven days after its execution or thereafter and is also contingent upon Executive’s continued compliance with the Non-Compete Agreement (defined in Section 7 below). In order to be effective, such Release must be (a) executed and delivered by Executive to the Company no later than forty-five (45) days following the Termination Date and (b) counter-signed and returned by the Company to Executive within ten (10) business days following the Company’s receipt thereof; provided , however , that if Executive delivers the executed Release to the Company on a timely basis and the Company does not return a counter-signed Release during the applicable time period allowed, such Release of Executive shall be null and void and the payments hereunder shall cease to be contingent on the Release and this Section 5.7.