Salvatore J. D'Amico and Shirley E. D'Amico - Page 5




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          (2) the Company denied in section 3, entitled “No Company Wrong-            
          doing”, (a) that Mr. D’Amico’s heart condition was a factor in              
          its decision to terminate him, (b) that Mr. D’Amico suffered a              
          heart attack as a result of his termination by the Company, and             
          (c) that it committed any wrongdoing whatsoever in terminating              
          his employment.  Pursuant to the settlement agreement, the                  
          Company agreed to pay Mr. D’Amico (1) $62,616.45 for mental                 
          distress damages (in addition to $12,383.56 that previously had             
          been paid to him) and (2) $10,000 in consideration for the                  
          covenants of secrecy contained in section 5 of the settlement               
          agreement (covenants of secrecy), the release contained in                  
          section 7 of that agreement (release), and the other covenants              
          and obligations in the settlement agreement (other covenants and            
          obligations) to which Mr. D’Amico agreed.  The Company also                 
          agreed under the settlement agreement (1) to pay the cost of Mr.            
          D’Amico’s medical benefits through September 1994 (i.e., $902)              
          and (2) to purchase the automobile that it was leasing from a               
          third person and that was being used by Mr. D’Amico (leased                 
          automobile) and to transfer the ownership of that automobile to             
          Mr. D’Amico.                                                                
               The sections of the settlement agreement relating to the               
          covenants of secrecy and the release provided:                              
                    5.   Secrecy.   Employee acknowledges that during                 
               his employment with the Company he learned, conceived,                 
               discovered, or invented ideas, inventions, improve-                    





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