{"id":38653,"date":"2015-09-17T11:25:58","date_gmt":"2015-09-17T16:25:58","guid":{"rendered":"https:\/\/content.findlaw-admin.com\/ability-legal\/contracts\/uncategorized\/consultant-agreement-novell-inc-and-eric-e-schmidt.html"},"modified":"2015-09-17T11:25:58","modified_gmt":"2015-09-17T16:25:58","slug":"consultant-agreement-novell-inc-and-eric-e-schmidt","status":"publish","type":"corporate_contracts","link":"https:\/\/corporate.findlaw.com\/contracts\/compensation\/consultant-agreement-novell-inc-and-eric-e-schmidt.html","title":{"rendered":"Consultant Agreement &#8211; Novell Inc. and Eric E. Schmidt"},"content":{"rendered":"<pre>                                   AGREEMENT\n\n        This Agreement (\"Agreement\") is made by and between Novell, Inc. (the\n\"Company\"), and Eric E. Schmidt (\"Consultant\").\n\n        WHEREAS, Consultant was employed by the Company as President and Chief\nExecutive Officer and acts as Chairman of the Company's Board of Directors (the\n\"Board\") pursuant to the terms and conditions of a key employment agreement\nentered into by and between Consultant and the Company as of March 18, 1997 (the\n\"Employment Agreement\");\n\n        WHEREAS, Consultant has terminated as President and Chief Executive\nOfficer of the Company effective as of July 10, 2001;\n\n        WHEREAS, Consultant is entitled to certain benefits under the Employment\nAgreement as a result of his \"Constructive Termination\" thereunder;\n\n        WHEREAS, in accordance with the terms of the Employment Agreement, the\nCompany wishes to continue to retain Consultant as Chairman of the Board. The\nCompany desires that Consultant remain a special consultant to the Company for a\nperiod of at least twelve months following his termination as President and\nChief Executive Officer;\n\n        WHEREAS, Consultant is willing to accept the benefits and compensation\noffered by the Company under the terms and conditions set forth in this\nAgreement and Consultant specifically agrees and acknowledges that the\ncompensation set forth herein, excluding the accelerated vesting referenced\nbelow, satisfies the severance payments that Consultant is entitled to under the\nterms and conditions of the Employment Agreement;\n\n        WHEREAS, Consultant is willing to accept the accelerated vesting of any\nunvested shares subject to his stock options that would have expired after June\n10, 2002 under the terms and conditions set forth in this Agreement as\nconsideration for the mutual promises made herein;\n\n        NOW THEREFORE, in consideration of the mutual promises made herein, the\nCompany and Consultant (collectively referred to as \"the Parties\") hereby agree\nas follows:\n\n        1. Termination.\n\n           (a) Termination Date. Consultant's employment with the Company as\nPresident and Chief Executive Officer terminated on July 10, 2001 (the\n\"Termination Date\"). Notwithstanding Consultant's employment termination,\nConsultant continues to serve as Chairman of the Board and as a special\nconsultant to the Company. Consultant agrees and acknowledges that although he\nwill continue to be Chairman of the Board following the Termination Date, he\nwill relinquish all other officer and director positions with the Company and\nits affiliates (except as set forth in Section 2).\n\n\n\n                                       19\n\n\n           (b) Payment. The Company agrees to pay Consultant the lump sum amount\nof $64,326.00, (which amount represents all unreimbursed business expenses and\naccrued but unpaid salary and vacation as of the Termination Date) less\napplicable withholding, within ten (10) days from the \"Effective Date\" (as\ndefined herein) of this Agreement. In addition, the Company agrees to pay\nConsultant at the rate of $100,000 per month (which amount represents\nConsultant's monthly \"Base Salary\" and \"Target Bonus\" as such terms are defined\nin the Employment Agreement), less applicable withholding, for the time period\nfrom the Termination Date through the twelve (12) month anniversary of the\nTermination Date (the \"Payment Period\") in accordance with the Company's payroll\npractices, whether or not Consultant continues to provide services to the\nCompany in any capacity during the Payment Period. Notwithstanding the\nforegoing, such monthly payments shall be offset by any payment that Consultant\nreceived from the Company after July 10, 2001 and prior to the commencement of\nthe monthly payments set forth in this Section. Consultant shall also be\nentitled to receive an amount equal to the cost of COBRA continuation until the\nearlier of (i) the date Consultant is no longer eligible to receive continuation\ncoverage pursuant to COBRA, or (ii) the end of the Payment Period. During the\nPayment Period, Consultant will not be entitled to accrual of any employee\nbenefits, including, but not limited to, participation in the Company's benefit\nplans and programs, accrual of vacation benefits, new stock option or restricted\nstock grants, participation in any Company option repricings or exchanges,\n401(k) contributions or bonuses. Absent a prior written agreement, Consultant\nwill not be entitled to any additional salary and bonus payments following the\nconclusion of the Payment Period.\n\n           (c) Restricted Stock. As of the Termination Date, the Company's right\nto repurchase any shares of restricted stock purchased by Consultant (the\n\"Restricted Stock\") shall lapse as to all unvested shares subject to such\nRestricted Stock as set forth on Exhibit A hereto. Except as otherwise provided\nin this Agreement, such accelerated shares shall continue to be subject to the\nterms and conditions of the applicable Company stock plan and restricted stock\npurchase agreements by and between Consultant and the Company. Such shares of\nRestricted Stock are now duly authorized, legally issued, fully paid, and\nnonassessable shares of the Company's common stock.\n\n        2. Chairman and Consulting Arrangement.\n\n           (a) Chairman\/Member of the Board. Following the Termination Date,\nConsultant will serve as Chairman of the Board or solely a member of the Board\nfor such period of time as determined by the Board and\/or stockholders.\nConsultant agrees and acknowledges that his continued service as either Chairman\nof the Board or solely a member of the Board will be subject to any required\nBoard and stockholder approval.\n\n           (b) Consultancy. The Company will retain Consultant as a special\nconsultant following his service as a member of the Board for a minimum period\nof twelve calendar months or such longer period of time as determined by the\nBoard (the \"Consulting Term\"). Consultant will report directly to the President\nand Chief Executive Officer of the Company during the Consulting Term and will\nrender such business and professional services as shall reasonably be assigned\nto him by the Board or the President and Chief Executive Officer of the Company,\nincluding, but not limited to, advising the President and Chief Executive\nOfficer of the Company and the Board on strategic issues and representing the\nCompany at various trade conferences as a speaker and promoter of the Company's\nproducts and solutions. Notwithstanding the foregoing, the Consulting Term may\nbe\n\n\n\n                                                                            -2-\n\n\nterminated by the Company at any time with or without cause or notice with\nthirty (30) days written notice to Consultant.\n\n           (c) Stock Options. As of the Termination Date, the vesting and\nexercisability of any stock options granted to Consultant by the Company (the\n\"Options\") shall accelerate as to all unvested shares subject to such Options as\nset forth on Exhibit A hereto. Such accelerated options shall remain exercisable\nuntil the earlier of: (i) the term\/expiration date of the Options, or (iii) at\nleast sixty (60) days following the date that Consultant no longer serves as a\nmember of the Board or as a consultant to the Company. Except as otherwise\nprovided in this Agreement, the Options shall continue to be subject to the\nterms and conditions of the applicable Company stock plan and option agreements\nby and between Consultant and the Company.\n\n           (d) Use of Company Aircraft. While a member of the Board or a\nconsultant to the Company, Consultant shall be permitted to use, for business\npurposes only, the Company's corporate aircraft and pilot for up to four to six\nbusiness-related trips per year; provided, however, that such use shall be\nsubject to the Company's policies and aircraft usage requirements and shall be\ncontingent upon the Company continuing to own the aircraft. Any usage of the\naircraft by the Consultant must be approved in advance and in writing by the\nCompany's President and Chief Executive Officer and must not interfere with any\nother usage of the aircraft by the Company.\n\n        3. Confidential Information. Consultant shall continue to maintain the\nconfidentiality of all confidential and proprietary information of the Company.\nConsultant agrees at all times during the term of his employment and\/or\nconsultancy hereunder and thereafter, to hold in strictest confidence, and not\nto use, except for the benefit of the Company, to fulfill his employment\nobligations, or to disclose to any person, firm or corporation without written\nauthorization of the Board of Directors of the Company, any \"Confidential\nInformation\" of the Company. Consultant understands that \"Confidential\nInformation\" means any Company proprietary information, technical data, trade\nsecrets or know-how, including, but not limited to, research, product plans,\nproducts, services, customer lists and customers (including, but not limited to,\ncustomers of the Company on whom Consultant called or with whom Consultant\nbecame acquainted during the term of his employment), markets, software,\ndevelopments, inventions, processes, formulas, technology, designs, drawings,\nengineering, hardware configuration information, marketing, finances or other\nbusiness information disclosed to Consultant by the Company either directly or\nindirectly in writing, orally or by drawings or observation of parts or\nequipment. Consultant further understands that Confidential Information does not\ninclude any of the foregoing items which has become publicly known and made\ngenerally available through no wrongful act of Consultant or of others who were\nunder confidentiality obligations as to the item or items involved. Consultant\nagrees that, at the end of the Consulting Term, Consultant will deliver to the\nCompany (and will not keep in his possession, recreate or deliver to anyone\nelse) any and all devices, records, data, notes, reports, proposals, lists,\ncorrespondence, specifications, drawings, blueprints, sketches, materials,\nequipment, other documents or property, or reproductions of any aforementioned\nitems developed by Consultant pursuant to his employment and consultancy with\nthe Company or otherwise belonging to the Company, its successors or assigns.\n\n\n\n                                                                            -3-\n\n\n\n        4. Payment of Salary. Consultant acknowledges and represents that except\nas provided in Sections 1 and 2 the Company has paid to Consultant all salary,\nwages, bonuses, accrued vacation and any and all other benefits due to\nConsultant.\n\n        5. Release of Claims. Consultant agrees that the foregoing consideration\nrepresents settlement in full of all outstanding obligations owed to Consultant\nby the Company. Consultant, on behalf of himself, and his respective heirs,\nfamily members, executors and assigns, hereby fully and forever releases the\nCompany and its past, present and future officers, agents, directors, employees,\ninvestors, shareholders, administrators, affiliates, divisions, subsidiaries,\nparents, predecessor and successor corporations, and assigns, from, and agrees\nnot to sue or otherwise institute or cause to be instituted any legal or\nadministrative proceedings concerning any claim, duty, obligation or cause of\naction relating to any matters of any kind, whether presently known or unknown,\nsuspected or unsuspected, that he may possess arising from any omissions, acts\nor facts that have occurred up until and including the Effective Date of this\nAgreement including, without limitation,\n\n           (a) any and all claims relating to or arising from Consultant's\nemployment relationship with the Company and the termination of that\nrelationship;\n\n           (b) any and all claims relating to, or arising from, Consultant's\nright to purchase, or actual purchase of shares of stock of the Company,\nincluding, without limitation, any claims for fraud, misrepresentation, breach\nof fiduciary duty, breach of duty under applicable state corporate law, and\nsecurities fraud under any state or federal law;\n\n           (c) any and all claims for wrongful discharge of employment;\ntermination in violation of public policy; discrimination; breach of contract,\nboth express and implied; breach of a covenant of good faith and fair dealing,\nboth express and implied; promissory estoppel; negligent or intentional\ninfliction of emotional distress; negligent or intentional misrepresentation;\nnegligent or intentional interference with contract or prospective economic\nadvantage; unfair business practices; defamation; libel; slander; negligence;\npersonal injury; assault; battery; invasion of privacy; false imprisonment; and\nconversion;\n\n           (d) any and all claims for violation of any federal, state or\nmunicipal statute, including, but not limited to, Title VII of the Civil Rights\nAct of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment\nAct of 1967, the Americans with Disabilities Act of 1990, the Fair Labor\nStandards Act, the Employee Retirement Income Security Act of 1974, The Worker\nAdjustment and Retraining Notification Act, the California Fair Employment and\nHousing Act, and Labor Code section 201, et seq. and section 970, et seq. and\nall amendments to each such Act as well as the regulations issued thereunder;\n\n           (e) any and all claims for violation of the federal, or any state,\nconstitution;\n\n           (f) any and all claims arising out of any other laws and regulations\nrelating to employment or employment discrimination; and\n\n           (g) any and all claims for attorneys' fees and costs.\n\n\n\n                                                                             -4-\n\n\nConsultant agrees that the release set forth in this section shall be and remain\nin effect in all respects as a complete general release as to the matters\nreleased. This release does not extend to any obligations incurred under this\nAgreement.\n\n        6. Acknowledgment of Waiver of Claims under ADEA. Consultant\nacknowledges that he is waiving and releasing any rights he may have under the\nAge Discrimination in Employment Act of 1967 (\"ADEA\") and that this waiver and\nrelease is knowing and voluntary. Consultant and the Company agree that this\nwaiver and release does not apply to any rights or claims that may arise under\nthe ADEA after the Effective Date of this Agreement. Consultant acknowledges\nthat the consideration given for this waiver and release is in addition to\nanything of value to which Consultant was already entitled. Consultant further\nacknowledges that he has been advised by this writing that (a) he should consult\nwith an attorney prior to executing this Agreement; (b) he has twenty-one (21)\ndays within which to consider this Agreement; (c) he has seven (7) days\nfollowing the execution of this Agreement by the parties to revoke the\nAgreement; and (d) this Agreement shall not be effective until the revocation\nperiod has expired. Any revocation should be in writing and delivered to the\nPresident and Chief Executive Officer at the Company, by close of business on\nthe seventh (7th) day from the date that Consultant signs this Agreement.\n\n        7. Civil Code Section 1542. Consultant represents that he is not aware\nof any claims against the Company other than the claims that are released by\nthis Agreement. Consultant acknowledges that he has been advised by legal\ncounsel and is familiar with the provisions of California Civil Code Section\n1542, which provides as follows:\n\n                A GENERAL  RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE\n                CREDITOR  DOES  NOT  KNOW OR  SUSPECT  TO EXIST IN HIS\n                FAVOR AT THE TIME OF EXECUTING  THE RELEASE,  WHICH IF\n                KNOWN  BY  HIM  MUST  HAVE  MATERIALLY   AFFECTED  HIS\n                SETTLEMENT WITH THE DEBTOR.\n\n           Consultant, being aware of said code section, agrees to expressly\nwaive any rights he may have thereunder to the extent permitted by applicable\nlaw.\n\n        8. No Pending or Future Lawsuits. Consultant represents that he has no\nlawsuits, claims, or actions pending in his name, or on behalf of any other\nperson or entity, against the Company or any other person or entity referred to\nherein. Consultant also represents that he does not intend to bring any claims\non his own behalf or on behalf of any other person or entity against the Company\nor any other person or entity referred to herein.\n\n        9. Confidentiality. Consultant agrees to use his best efforts to\nmaintain in confidence the existence of this Agreement, the contents and terms\nof this Agreement, and the consideration for this Agreement (hereinafter\ncollectively referred to as \"Settlement Information\"). Consultant agrees to take\nevery reasonable precaution to prevent disclosure of any Settlement Information\nto third parties, and agrees that there will be no publicity, directly or\nindirectly, concerning any Settlement Information. Consultant agrees to take\nevery precaution to disclose Settlement Information only to\n\n\n\n                                                                             -5-\n\n\nthose attorneys, accountants, governmental entities, and family members who have\na reasonable need to know of such Settlement Information.\n\n        10. Covenant Not to Compete and Not to Solicit.\n\n            (a) Consultant shall not for a period of one (1) year following the\nTermination Date, directly or indirectly, engage in (whether as employee,\nconsultant, proprietor, partner, director or otherwise), or have any ownership\ninterest in, or participate in the financing, operation, management or control\nof, any person, firm, corporation or business that is a \"Restricted Business\"\n(as defined below) in a \"Restricted Territory\" (as defined below) without the\nprior written consent of the Company. The following shall not constitute a\nviolation of this provision: (i) ownership of no more than two percent (2%) of\nthe outstanding voting stock of a publicly-traded corporation or any stock owned\nby Consultant as of March 18, 1997, or (ii) Consultant's acting as a member of\nany Board of Directors on which Consultant served as of March 18, 1997.\n\n            For this purpose, \"Restricted Business\" shall mean: (i) the design,\ndevelopment, manufacture, marketing or support of local or wide area network\nproducts, computer operating systems, applications products, or any other\nsoftware products of the type designed, developed, manufactured, sold or\nsupported by the Company or as proposed to be designed, developed, manufactured,\nsold or supported by the Company pursuant to a development project which is\nactually being pursued prior to the end of Consultant's status as a director or\nconsultant to the Company. For this purpose, \"Restricted Territory\" shall mean\nthe counties, cities or states of the United States.\n\n            (b) Following the Termination Date, Consultant shall not for a\nperiod of one (1) year thereafter, (i) hire, solicit, encourage, or take any\nother action which is intended to induce any other employee of the Company to\nterminate his or her employment with the Company; or (ii) interfere with the\ncontractual or employment relationship between the Company and any such employee\nof the Company. The foregoing shall not prohibit Consultant or any entity with\nwhich Consultant may be affiliated from hiring a former employee of the Company;\nprovided that such hiring results exclusively from such former employee's\naffirmative response to a general recruitment effort.\n\n            (c) The parties intend that the covenants contained in the preceding\nparagraphs shall be construed as a series of separate covenants, one for each\ncounty, city and state or other political subdivision of the Restricted\nTerritory. Except for geographic coverage, each such separate covenant shall be\ndeemed identical in terms to the covenant contained in the preceding paragraphs.\nIf, in any judicial proceeding, a court shall refuse to enforce any of the\nseparate covenants (or any part thereof deemed included in said paragraphs),\nthen such unenforceable covenant (or such part) shall be deemed eliminated from\nthis Agreement for the purpose of those proceedings to the extent necessary to\npermit the remaining separate covenants (or portions thereof) to be enforced.\n\n            (d) In the event that the provisions of this Section should ever be\ndeemed to exceed the time, scope or geographic limitations permitted by\napplicable laws, then such provisions shall be reformed to the maximum time,\nscope or geographic limitations, as the case may be, permitted by applicable\nlaws.\n\n\n\n                                                                             -6-\n\n\n            (e) Consultant represents that he is familiar with the covenants not\nto compete, not to hire and not to solicit, and is fully aware of and\nacknowledges his obligations hereunder, including without limitation, the\nreasonableness of the length of time and scope of these covenants. Consultant\nacknowledges that breach of Consultant's covenants not to compete and not to\nsolicit in this Section would cause irreparable injury to the Company, and\nagrees that in the event of such breach, the Company shall be entitled to seek\ninjunctive relief under applicable law without the necessity of proving actual\ndamages.\n\n        11. No Cooperation. Consultant agrees he will not act in any manner that\nmight damage the business of the Company. Consultant agrees that he will not\ncounsel or assist any attorneys or their clients in the presentation,\nprosecution or litigation of any disputes, differences, grievances, claims,\ncharges, or complaints by any third party against the Company and\/or any\nofficer, director, employee, agent, representative, shareholder or attorney of\nthe Company, unless under a subpoena or other court order to do so. Consultant\nagrees to notify the Company if he receives a subpoena or court order as\nspecified above.\n\n        12. Cooperation. Consultant agrees to assist the Company in good faith\nin the presentation, prosecution or litigation of any disputes, differences,\ngrievances, claims, charges, or complaints by any third party against the\nCompany and\/or any officer, director, employee, agent, representative,\nshareholder or attorney of the Company and to be responsive and cooperative in\nsuch event.\n\n        13. Non-Disparagement. Consultant and the Company mutually agree to\nrefrain from (i) any defamation, libel or slander of the Company and its\nrespective officers, directors, employees, investors, shareholders,\nadministrators, affiliates, divisions, subsidiaries, predecessor and successor\ncorporations, and assigns, or the Consultant, as applicable, or (ii) tortious\ninterference with the contracts and relationships of the Company and its\nrespective officers, directors, employees, investors, shareholders,\nadministrators, affiliates, divisions, subsidiaries, predecessor and successor\ncorporations, and assigns, or the Consultant, as applicable.\n\n        14. No Admission of Liability. Consultant understands and acknowledges\nthat this Agreement constitutes a compromise and settlement of disputed claims.\nNo action taken by the Company, either previously or in connection with this\nAgreement shall be deemed or construed to be (a) an admission of the truth or\nfalsity of any claims heretofore made or (b) an acknowledgment or admission by\nthe Company of any fault or liability whatsoever to the Consultant or to any\nthird party.\n\n        15. Costs. The Parties shall each bear their own costs, expert fees,\nattorneys' fees and other fees incurred in connection with this Agreement.\n\n        16. Assignment. This Agreement will be binding upon and inure to the\nbenefit of (a) the heirs, executors and legal representatives of Consultant upon\nConsultant's death and (b) any successor of the Company. Any such successor of\nthe Company will be deemed substituted for the Company under the terms of this\nAgreement for all purposes. For this purpose, \"successor\" means any person,\nfirm, corporation or other business entity which at any time, whether by\npurchase, merger or otherwise, directly or indirectly acquires all or\nsubstantially all of the assets or business of the Company. None of the rights\nof Consultant to receive any form of compensation payable\n\n\n\n                                                                             -7-\n\n\npursuant to this Agreement may be assigned or transferred except by will or the\nlaws of descent and distribution. Any other attempted assignment, transfer,\nconveyance or other disposition of Consultant's right to compensation or other\nbenefits will be null and void.\n\n        17. Arbitration. The Parties agree that any and all disputes arising out\nof the terms of this Agreement, their interpretation, and any of the matters\nherein released, including any potential claims of harassment, discrimination or\nwrongful termination shall be subject to binding arbitration, to the extent\npermitted by law, in Santa Clara County, California, before the American\nArbitration Association under its National Rules for the Resolution of\nEmployment Disputes. CONSULTANT AGREES AND HEREBY WAIVES HIS RIGHT TO JURY TRIAL\nAS TO MATTERS ARISING OUT OF THE TERMS OF THIS AGREEMENT AND ANY MATTERS HEREIN\nRELEASED TO THE EXTENT PERMITTED BY LAW. The Parties agree that the prevailing\nparty in any arbitration shall be entitled to injunctive relief in any court of\ncompetent jurisdiction to enforce the arbitration award.\n\n        18. Authority. Consultant represents and warrants that he has the\ncapacity to act on his own behalf and on behalf of all who might claim through\nhim to bind them to the terms and conditions of this Agreement.\n\n        19. No Representations. Consultant represents that he has had the\nopportunity to consult with an attorney, and has carefully read and understands\nthe scope and effect of the provisions of this Agreement. Neither party has\nrelied upon any representations or statements made by the other party hereto\nwhich are not specifically set forth in this Agreement.\n\n        20. Breach. Consultant agrees and understands that his right to receive\nthe consideration referenced in this Agreement shall be conditioned upon his\ncompliance with the terms of this Agreement. Consultant shall forfeit any rights\nto such consideration upon his material breach of the terms of this Agreement.\nLikewise, the Company agrees and understands that its rights to enforce the\nterms in this Agreement shall be conditioned upon its compliance with such\nterms. The Company shall forfeit any rights hereunder upon its material breach\nof the terms of this Agreement.\n\n        21. Severability. In the event that any provision hereof becomes or is\ndeclared by a court of competent jurisdiction to be illegal, unenforceable or\nvoid, this Agreement shall continue in full force and effect without said\nprovision.\n\n        22. Entire Agreement. This Agreement and any agreements incorporated\nherein by reference represent the entire agreement and understanding between the\nCompany and Consultant concerning Consultant's employment separation from the\nCompany and continued relationship as a consultant to the Company, and satisfies\nthe severance payments and other obligations concerning Consultant's employment\nrelationship with the Company and his compensation by the Company under the\nterms and conditions of the Employment Agreement.\n\n        23. No Oral Modification. This Agreement may only be amended in writing\nsigned by Consultant and the President of the Company.\n\n        24. Governing Law. This Agreement shall be governed by the internal\nsubstantive laws, but not the choice of law rules, of the State of California.\n\n\n\n                                                                             -8-\n\n\n        25. Effective Date. This Agreement is effective eight (8) days after it\nhas been signed by both Parties (the \"Effective Date\").\n\n        26. Counterparts. This Agreement may be executed in counterparts, and\neach counterpart shall have the same force and effect as an original and shall\nconstitute an effective, binding agreement on the part of each of the\nundersigned.\n\n        27. Voluntary Execution of Agreement. This Agreement is executed\nvoluntarily and without any duress or undue influence on the part or behalf of\nthe Parties hereto, with the full intent of releasing all claims. The Parties\nacknowledge that:\n\n            (a) They have read this Agreement;\n\n            (b) They have been represented in the preparation, negotiation, and\nexecution of this Agreement by legal counsel of their own choice;\n\n            (c) They understand the terms and consequences of this Agreement and\nof the releases it contains;\n\n            (d) They are fully aware of the legal and binding effect of this\nAgreement.\n\n\n\n                                                                             -9-\n\n\n        IN WITNESS WHEREOF, the Parties have executed this Agreement on the\nrespective dates set forth below.\n\n\n                                             NOVELL, INC.\n\n\nDated: August 13         , 2001              By \/S\/ ALAN FRIEDMAN\n      -------------------                       -------------------------------\n                                                Alan Friedman, Senior VP People\n\n\n\n                                                ERIC E. SCHMIDT, an individual\n\nDated: August 13         , 2001                 \/S\/ ERIC E. SCHMIDT\n      -------------------                       -------------------------------\n                                                Eric E. Schmidt\n<\/pre>\n","protected":false},"template":"","meta":{"_acf_changed":false,"_stopmodifiedupdate":true,"_modified_date":"","_cloudinary_featured_overwrite":false},"corporate_contracts_companies":[8378],"corporate_contracts_industries":[9513],"corporate_contracts_types":[9539,9541],"class_list":["post-38653","corporate_contracts","type-corporate_contracts","status-publish","hentry","corporate_contracts_companies-novell-inc","corporate_contracts_industries-technology__software","corporate_contracts_types-compensation","corporate_contracts_types-compensation__consulting"],"acf":[],"_links":{"self":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts\/38653","targetHints":{"allow":["GET"]}}],"collection":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts"}],"about":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/types\/corporate_contracts"}],"wp:attachment":[{"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/media?parent=38653"}],"wp:term":[{"taxonomy":"corporate_contracts_companies","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_companies?post=38653"},{"taxonomy":"corporate_contracts_industries","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_industries?post=38653"},{"taxonomy":"corporate_contracts_types","embeddable":true,"href":"https:\/\/corporate.findlaw.com\/legal-api\/wp-json\/wp\/v2\/corporate_contracts_types?post=38653"}],"curies":[{"name":"wp","href":"https:\/\/api.w.org\/{rel}","templated":true}]}}