MUTUAL SEPARATION AND RELEASE AGREEMENT

Recitals. The parties hereto agree that the foregoing recitals in this Agreement are true and accurate and are incorporated herein.

Separation Payments / Benefits. If Executive executes and does not revoke this Agreement, and does not revoke the Supplemental Release in accordance with Section 5 herein, in full discharge of any obligations to Executive under the Employment Agreement or otherwise, the Company shall provide to Executive and Executive accepts from the Company the following:

Earned and Accrued Payments. The foregoing notwithstanding, the Executive shall be paid all amounts that have already been earned and accrued as of the Separation Date, in accordance with Section 4(k) of the Employment Agreement. These payments shall be paid promptly, but no later than the date required by law, after the Separation Date in accordance with the governing policies and applicable law.

Entire Obligation. Except as provided in Sections 5 through 12 of this Agreement, following the Separation Date, Executive will have no further obligation to provide services to the Company. Except for (i) the Payments outlined in Sections 2 and 3 above, (ii) all rights, whether vested as of the date hereof, that Executive may have under the Company’s welfare, retirement and other plans and programs in which Executive was participating at the Separation Date, or which are vested or may become vested after the date hereof pursuant to the terms and conditions of the LTI Plans and underlying award agreements with respect to equity awards previously made to Executive, (iii) all continuing rights Executive may have under the Employment Agreement, and (iv) all rights Executive may have following his Separation Date under the Company’s Certificate of Incorporation and Bylaws, any applicable Company insurance and any indemnity agreements to which Executive is a party which provide for indemnification, insurance or other, similar coverage for Executive with

Release and Waiver. Executive for himself, his heirs, executors, administrators and assigns, hereby knowingly, voluntarily and unconditionally RELEASES, WAIVES AND FOREVER DISCHARGES the Company and its parents, subsidiaries, affiliates, successors and assigns (jointly and severally, “Related Entities”), and each of the Company’s and such Related Entities’ respective current and former officers, directors, employees, members, managers, agents, independent contractors, representatives and shareholders, in each case, solely in their respective capacities as such (all of which persons and entities shall be third party beneficiaries of such release with full power to enforce the provisions thereof), from any and all obligations, claims, demands, liabilities, judgments, causes of action, suits at law or in equity, in tort, contract, by statute or on any other basis, related to Executive’s employment with the Company; termination of Executive’s employment or circumstances related thereto; any and all injuries, losses or damages to Executive, including any claims for compensation and/or benefits, compensatory, punitive or other damages, attorney’s fees, expenses, reimbursements or costs of any kind; any and all claims relating to the conduct of any current and former officer, director, employee, member, manager, agent, independent contractor or representative of the Company or its Related Entities; and any and all matters, transactions or things occurring prior to the date of this Agreement, including any and all possible claims, known or unknown, which could have been asserted against the Company, its Related Entities, or the Company’s and such Related Entities’ respective current and former officers, directors, employees, members, managers, agents, independent contractors or representatives in each case, solely in their respective capacities as such. This release and waiver includes, but is not limited to, any and all claims, demands, rights and/or causes of action under Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, the Age Discrimination in Employment Act, the Americans with Disabilities Act, as amended, the Family and Medical Leave Act, the Rehabilitation Act of 1973, the Older Workers’ Benefit Protection Act, the Workers Adjustment Retraining and Notification Act, the Employee Retirement Income Security Act or any other federal, state, or local statute or ordinance or any other claims, whether statutory or based on common law.

Cooperation. For a period of two (2) years immediately following the Separation Date, Executive agrees to be reasonably available to assist the Company and its representatives and agents with any business and/or litigation (or potential litigation) matters affecting or involving the Company as to which Executive has knowledge or information that is relevant to such matters. The Company will reimburse Executive for all associated reasonable costs of travel, food and lodging.

Confidential Information. Executive agrees to hold any Confidential Information of the Company or its Related Entities in strictest confidence, and not to use or to disclose to any person, firm or corporation other than the Company or those designated by it said Confidential Information without the prior written authorization of the Company, except as may otherwise be required by law or legal process. Executive agrees that “Confidential Information” means any proprietary information prepared or maintained in any format, including technical data, trade secrets or know-how in which the Company or its Related Entities have an interest, including, but not limited to, business records, contracts, research, product or service plans, products, services, customer lists and customers (including, but not limited to, vendors to the Company or its Related Entities on whom Executive called, with whom Executive dealt or with whom Executive became acquainted during the term of Executive’s employment), pricing data, costs, markets, expansion plans, summaries, marketing and other business strategies, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration or marketing, financial or other business information obtained by Executive or disclosed to Executive by the Company or its Related Entities or any other person or entity during the term of Executive’s employment with the Company either directly or indirectly electronically, in writing, orally, by drawings, by observation of services, systems or other aspects of the business of the Company or its Related Entities or otherwise. Executive also recognizes that the Company and its Related Entities have received from third parties their confidential or proprietary information subject to a duty on the part of the Company or its Related Entities to maintain the confidentiality of such information and to use it only for certain limited purposes. Executive agrees to hold all such confidential or proprietary information in the strictest confidence and not to disclose it to any person, firm or corporation or to use it in any manner after the Separation Date. Confidential Information does not include information that: (A) was available to the public prior to the time of disclosure, whether through press releases, SEC filings or otherwise or (B) otherwise becomes available to the public through no act or omission of Executive. For the avoidance of doubt, this Section 7 supersedes Executive’s post-employment separation obligations to the Company as set forth in Section 18(a) of the Employment Agreement.

Return of Company Property. Executive agrees that any and all devices, records, data, notes, reports, proposals, lists, correspondence, specifications, drawings, blueprints, sketches, materials, equipment, other documents or property, or reproductions of any aforementioned items developed by Executive or others, in each case with respect to the Company’s business, pursuant to or during Executive’s employment with the Company or otherwise are the property of the Company or its

Non-Disparagement. Executive agrees that for a period of two (2) years following the Separation Date, the Executive will not take any action or make any statement which disparages the Company or its practices or which disrupts or impairs its normal operations, such that it causes material adverse impact to the Company or its Related Entities. The Company (whether through any member of its Board of Directors, any executive officer or any spokesperson acting on behalf of the Company) agrees that, for a period of two (2) years after the Separation Date, the Company will (i) direct its directors and executive officers, in their capacities as such, to not make any statement which disparages Executive, his tenure with the Company or his future employment prospects, such that it causes material adverse impact to Executive, his reputation or his future employment prospects and (ii) not issue statements or publish a press release that disparages Executive. This Section 9 shall not be violated as a result of truthful statements required by subpoena or court order or if a response is otherwise required as provided by law. For the avoidance of doubt, this Section 9 supersedes Executive’s post-employment separation obligations to the Company as set forth in Section 18((g) of the Employment Agreement.

Notification of New Employer. Executive hereby grants consent to notification by the Company to Executive’s new employer (whether Executive is employed as an employee, consultant, independent contractor, director, partner, officer, advisor, executive, volunteer or manager) solely of the existence and terms of Executive’s obligations specified in Sections 7, 11 and 12 of this Agreement.

Non-Interference. Executive covenants and agrees that, for a period of one (1) year immediately following the Separation Date, Executive shall not, without the prior written approval of the Company, directly or indirectly, either on behalf of Executive or any other person or entity, Interfere with the Company or any of its Related Entities. For the avoidance of doubt, this Section 11 supersedes Executive’s post-employment separation obligations to the Company as set forth in Section 18(e) of the Employment Agreement.

Effect of Non-Payment of Benefits; Clawback. The Executive’s post-termination of employment obligations set forth in Sections 6, 10, 11, and 12 of this Agreement shall cease upon the Company’s failure to make any payments or benefits hereunder as a result of the termination of the Executive’s employment when due if such failure is a bad faith violation of this Agreement and is not cured within 15 days after written notice of such failure. In the event that Executive materially violates Sections 9, 11 and/or 12, and does not cure such violation (if it can be cured) within five (5) days after written notice of such failure, Executive agrees that calculation of the harm to the Company from such violation would be uncertain and not capable of being readily ascertained, and that as a reasonable estimation of the harm to the Company from such violation Executive shall repay to the Company a portion of the payments provided for pursuant to Section 2 herein, equal to a fraction, the numerator of which is the number of days left in the applicable period under Sections 9, 11 or 12, and the denominator of which is the total number of days in the applicable period under such Section. In the event that Executive materially violates Sections 7 and/or 8, and does not cure such violation (if it can be cured) within five (5) days after written notice of such failure, Executive agrees that calculation of the harm to the Company from such violation would be uncertain and not capable of being readily ascertained, and that as a reasonable estimation of the harm to the Company from such violation Executive shall repay to the Company a portion of the payments provided for pursuant to Section 2 equal to a fraction, the numerator of which is the number of days left in the two (2)-year period immediately following the termination and the denominator of which is 730. Executive further agrees that such repayment obligation shall constitute liquidated damages and the Company further agrees that it shall have no other right to damages under this Agreement or at law with respect to breaches of Sections 7, 8, 9, 11 and/or 12, but the Company shall have the right to seek equitable relief pursuant to Section 14 hereunder. Notwithstanding anything to the contrary herein, the Executive acknowledges that the Company Incentive Compensation Clawback Policy is and shall remain in full force and effect following the Separation Date and any “incentive compensation” provided for in this Agreement will be subject to the terms and conditions of such policy.

Specific Enforcement; Remedies Cumulative.

Executive acknowledges that the Company and its Related Entities, as the case may be, will be irreparably injured if the provisions of Sections 7, 8, 9, 11 and 12 hereof are not specifically enforced and Executive agrees that the terms of such provisions (including without limitation the periods set forth in Sections 9, 11 and 12) are reasonable and appropriate. If Executive commits

The Company acknowledges that Executive will be irreparably injured if the provisions of Section 9 hereof are not specifically enforced and the Company agrees that the terms of such provisions (including without limitation the period set forth in Sections 9) are reasonable and appropriate. If the Company commits or Executive has evidence based on which he reasonably believes the Company threatens to commit, a material breach of any of the provisions of Section 9 hereof, Executive shall have the right and remedy, in addition to and not in limitation of any other remedy that may be available at law or in equity, to have the provisions of Section 9 hereof specifically enforced by any court having jurisdiction through immediate injunctive and other equitable relief, it being acknowledged and agreed that any such breach or threatened breach will cause irreparable injury to Executive and that money damages will not provide an adequate remedy therefor. Such injunction shall be available without the posting of any bond or other security, and the Company hereby consents to the issuance of such injunction.

Re-Set of Period for Non-Competition and Non-Interference. In the event that a legal or equitable action is commenced with respect to any of the provisions of Sections 9, 11 or 12 hereof and Executive has not complied, in all material respects, with the provisions in such sections with respect to which such action has been commenced, then the one-year or two-year period, as described in such sections not so complied with by Executive shall be extended from its original expiration date, day-for-day, for each day that Executive is found to have not complied, in all material respects, with such sections.

Jurisdiction and Venue. THE PARTIES HERETO IRREVOCABLY AND UNCONDITIONALLY CONSENT TO THE EXCLUSIVE JURISDICTION OF THE FOLLOWING COURTS IN MATTERS RELATED TO THIS AGREEMENT AND AGREE NOT TO COMMENCE ANY SUIT, ACTION OR PROCEEDING RELATING THERETO EXCEPT IN ANY OF SUCH COURTS: THE STATE COURTS OF THE COMMONWEALTH OF VIRGINIA, THE COURTS OF THE UNITED STATES OF AMERICA LOCATED IN THE CITY OF ROANOKE, VIRGINIA, OR THE STATE

COURTS OR THE COURTS OF THE UNITED STATES OF AMERICA LOCATED IN ANY MUNICIPALITY WHEREIN AN OFFICE OF THE COMPANY IS LOCATED, IN WHICH OFFICE EXECUTIVE WAS PHYSICALLY PRESENT WHILE RENDERING SERVICES FOR THE COMPANY AT ANY TIME DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING EXECUTIVE’S SEPARATION DATE.

Waiver of Jury Trial. EXECUTIVE AGREES TO WAIVE THE RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING BASED UPON, OR RELATED TO, THIS AGREEMENT. THIS WAIVER IS KNOWINGLY, INTENTIONALLY, AND VOLUNTARILY MADE BY EXECUTIVE, AND EXECUTIVE ACKNOWLEDGES THAT, EXCEPT FOR THE COMPANY’S AGREEMENT TO LIKEWISE WAIVE ITS RIGHTS TO A TRIAL BY JURY (WHICH THE COMPANY HEREBY MAKES), THE COMPANY HAS NOT MADE ANY REPRESENTATIONS OF FACTS TO INDUCE THIS WAIVER OF TRIAL BY JURY OR IN ANY WAY TO MODIFY OR NULLIFY ITS EFFECT. EXECUTIVE FURTHER ACKNOWLEDGES THAT EXECUTIVE HAS BEEN REPRESENTED (OR HAS HAD THE OPPORTUNITY TO BE REPRESENTED) IN THE SIGNING OF THIS AGREEMENT AND IN THE MAKING OF THIS WAIVER BY INDEPENDENT LEGAL COUNSEL, SELECTED OF EXECUTIVE’S OWN FREE WILL, AND THAT EXECUTIVE HAS HAD THE OPPORTUNITY TO DISCUSS THIS WAIVER WITH COUNSEL. EXECUTIVE FURTHER ACKNOWLEDGES THAT EXECUTIVE HAS READ AND UNDERSTANDS THE MEANING AND RAMIFICATIONS OF THIS WAIVER AND AS EVIDENCE OF THIS FACT SIGNS THIS AGREEMENT BELOW.

Successors and Assigns. This Agreement shall be binding and upon and inure to the benefits of the respective heirs, legal representatives, executors, administrators, assigns and successors in interest of each of the parties.

Governing Law. This Agreement shall be governed by the laws of the Commonwealth of Virginia, without regard to its principles of conflicts of laws.

Reasonableness of Terms and Covenants. Each of Executive and the Company acknowledges that the other party hereto would not have agreed to enter into this Agreement unless such other party hereto agreed to comply with the terms contained herein including, but not limited to, Sections 5 through 16 above. Accordingly, Executive further agrees that the terms and covenants set forth in numbered Sections 5 through 17 above are reasonable and necessary to protect the legitimate business and other interests of the Company, and the Company further agrees that the terms and covenants set forth in numbered Sections 9, 13, 14, 16 and 17 above are reasonable and necessary to protect the legitimate business and other interests of Executive.

Reliance. In accepting the terms of this Agreement, Executive understands and agrees that Executive is relying wholly on Executive’s own judgment, belief, and knowledge and/or that of Executive’s attorneys and advisors regarding this Agreement and the matters and occurrences in question. Executive has not been influenced to any extent whatsoever in entering this Agreement by representations or statements made by any person, firm or entity hereby released, or by persons representing or acting for them or on their behalf employed. Executive’s decision to sign this Agreement is entirely voluntary and with full understanding of its consequences and without being coerced or threatened with retaliation of any sort. Executive has been given ample opportunity to ask questions, consider, read, review and analyze this Agreement and Executive acknowledges that Executive fully understands its terms and conditions.

Entire Agreement. This Agreement, in conjunction with each of the equity award agreements described on Appendix I hereto and the surviving portions of the Employment Agreement, contains all of the understandings and representations between the parties hereto pertaining to the matters referred to herein, and supersedes all undertakings and agreements, whether oral or in writing, previously entered into by them with respect thereto, including any previous employment, severance and/or non-competition agreements. This Agreement may only be modified by an instrument in writing signed by the Company and the Executive.

Notices. Any notice to be given hereunder shall be in writing and delivered personally, or sent by certified mail, postage prepaid, return receipt requested, addressed to the party concerned at the address indicated below or to such other address as such party may subsequently give notice of hereunder in writing:

Severability. In the event that any provision or portion of this Agreement shall be determined to be invalid or unenforceable for any reason, the remaining provisions or portions of this Agreement shall be unaffected thereby and shall remain in full force and effect to the fullest extent permitted by law.

Waiver of Breach. The waiver by any party of a breach of any condition or provision of this Agreement to be performed by such other party must be in writing and shall not operate or be construed to be a waiver of a similar or dissimilar condition or provision at the same time or any prior or subsequent time.

Reimbursement of Fees. The Company will promptly reimburse Executive for reasonable legal expenses and costs incurred with respect to the negotiation, preparation and execution of this Agreement (and any agreements referenced herein), in an amount not to exceed Ten Thousand Dollars ($10,000).

Certain Rights Under The Age Discrimination in Employment Act. Executive acknowledges and understands that the release of claims under the Age Discrimination in Employment Act (“ADEA”), 29 U.S.C. Sections 621-634, is subject to special waiver protections under 29 U.S.C. Section 626(f). In accordance with that section, Executive specifically agrees that Executive is knowingly and voluntarily releasing and waiving any rights or claims of discrimination under the ADEA. In particular, Executive acknowledges that Executive understands that:

General Counsel and Corporate Secretary