Executive acknowledges that the Change in Control Agreement requires Executive to execute, and not revoke, a release of claims agreement in a form provided by the Company as a condition to receiving the Severance Payments (defined below) under Section 6 of the Change in Control Agreement. Accordingly, in consideration of Executive’s agreements and covenants contained herein, and provided that Executive has executed, and does not revoke, this Agreement and the release contained in this Agreement becomes effective and irrevocable no later than the 60 th day following the Separation Date, the Company will pay to Executive the amounts, and provide Executive the benefits, described in the Change in Control Agreement at Section 6.1 (the “ Severance Payments ”) and Section 6.2, which shall be payable in accordance with the timing and in such forms and amounts and subject to such conditions as set forth in Section 6 of the Change in Control Agreement; provided, however , that, because Executive has secured subsequent employment, Executive waives Executive’s right to reimbursement for any expenses that he has incurred or may incur for outplacement services under Section 6.1(E) of the Change in Control Agreement.