Miscellaneous Clause Example with 7 Variations from Business Contracts

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer (or such other addresses as shall be specified by Company by like notice. notice). All notices shall be deemed effective upon receipt. The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. 13 e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his immediate family, except as may be permitted by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe Samuel H. Israel /s/ Kevin Smith Marsha Keefe Kevin Smith Executive Assistant John Kozlowski Samuel H. Israel John Kozlowski LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 14 EX-10.46 2 a17-24909_1ex10d46.htm EX-10.46 Exhibit 10.22 AMENDED AND 10.46 RESTATED EMPLOYMENT AGREEMENT OF KEVIN SMITH JOHN KOZLOWSKI This Amended and Restated Employment Agreement of Kevin Smith John Kozlowski ("Agreement") is entered into as of this 31st 26th day of December, 2012 October, 2017 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith John Kozlowski ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Vice President of Sales and Marketing. corporate Chief Operating Officer. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September 8, 2004, as amended on June 25, 2010 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Vice President of Sales and Marketing; corporate Chief Operating Officer and Executive accepts such employment. View More

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid 14 overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer CEO (or such other addresses as shall be specified by Company by like notice. notice). All notices shall be deemed effective upon receipt. The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his her immediate family, except as may be permitted or required by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. 15 g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe Jeffrey Plunkett /s/ Kevin Smith Marsha Keefe Kevin Smith Executive Assistant Maureen M. Cavanaugh Witness: Jeffrey Plunkett Maureen M. Cavanaugh LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Timothy C. Crew Timothy C. Crew, Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 16 EX-10.50 2 a18-11354_1ex10d50.htm EX-10.50 Exhibit 10.22 AMENDED AND RESTATED 10.50 EMPLOYMENT AGREEMENT OF KEVIN SMITH MAUREEN M. CAVANAUGH This Amended and Restated Employment Agreement of Kevin Smith Maureen M. Cavanaugh ("Agreement") is entered into as of this 31st 7th day of December, 2012 May, 2018 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith Maureen M. Cavanaugh ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Senior Vice President of Sales and Marketing. Chief Commercial Operations Officer. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September 8, 2004, as amended on June 25, 2010 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Senior Vice President of Sales and Marketing; Chief Commercial Operations Officer; and Executive accepts such employment. View More

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer CEO (or such other addresses as shall be specified by Company by like notice. notice). All notices shall be deemed effective upon receipt. The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. 14 e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his immediate family, except as may be permitted by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe Lori Koch /s/ Kevin Smith Marsha Keefe Kevin Smith Executive Assistant Samuel H. Israel Lori Koch Samuel H. Israel LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 15 EX-10.45 2 a17-18070_1ex10d45.htm EX-10.45 Exhibit 10.22 AMENDED AND RESTATED 10.45 EMPLOYMENT AGREEMENT OF KEVIN SMITH SAMUEL H. ISRAEL This Amended and Restated Employment Agreement of Kevin Smith Samuel H. Israel ("Agreement") is entered into as of this 31st 15th day of December, 2012 July, 2017 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith Samuel H. Israel ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Vice President of Sales President, Chief Legal Officer and Marketing. General Counsel. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September 8, 2004, as amended on June 25, 2010 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Vice President of Sales President, Chief Legal Officer and Marketing; General Counsel; and Executive accepts such employment. View More

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer (or such other addresses as shall be specified by Company by like notice. notice). All notices shall be deemed effective upon receipt. 12 The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his immediate family, except as may be permitted by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. 13 h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe Michael J. Bogda /s/ Kevin Smith Marsha Keefe Kevin Smith Executive Assistant John M. Abt Michael J. Bogda John M. Abt President LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 14 EX-10.30 2 a15-7548_1ex10d30.htm EX-10.30 Exhibit 10.22 AMENDED AND RESTATED 10.30 EMPLOYMENT AGREEMENT OF KEVIN SMITH JOHN M. ABT This Amended and Restated Employment Agreement of Kevin Smith John M. Abt ("Agreement") is entered into as of this 31st 30th day of December, 2012 March, 2015 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith John M. Abt ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Vice President of Sales and Marketing. Quality. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September 8, 2004, as amended on June 25, 2010 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Vice President of Sales and Marketing; Quality; and Executive accepts such employment. View More

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer (or such other addresses as shall be specified by Company by like notice. notice). All notices shall be deemed effective upon receipt. The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first 12 date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his immediate family, except as may be permitted by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. 13 h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe /s/ Kevin Smith Michael Bogda Marsha Keefe Kevin Smith Executive Assistant Michael Bogda LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 14 EX-10.28 2 a14-25705_1ex10d28.htm EX-10.28 Exhibit 10.22 AMENDED AND RESTATED 10.28 EMPLOYMENT AGREEMENT OF KEVIN SMITH MICHAEL BOGDA This Amended and Restated Employment Agreement of Kevin Smith Michael Bogda ("Agreement") is entered into as of this 31st 1st day of December, 2012 2014 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith Michael Bogda ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Vice President of Sales and Marketing. President. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September 8, 2004, as amended on June 25, 2010 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Vice President of Sales and Marketing; President; and Executive accepts such employment. View More

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at at) Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer (or such other addresses as shall be specified by Company by like notice. All notices shall be deemed effective upon receipt. The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. 12 d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his immediate family, except as may be permitted by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe /s/ Kevin Smith William F. Schreck Marsha Keefe Kevin Smith William F. Schreck Executive Assistant LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 EX-10.21 4 a13-2036_1ex10d21.htm EX-10.21 Exhibit 10.22 10.21 AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF KEVIN SMITH WILLIAM F. SCHRECK This Amended and Restated Employment Agreement of Kevin Smith William F. Schreck ("Agreement") is entered into as of this 31st day of December, 2012 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith William F. Schreck ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Vice President of Sales and Marketing. Chief Operating Officer. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September 8, October 28, 2004, as amended on June 25, 2010 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Vice President of Sales and Marketing; Chief Operating Officer; and Executive accepts such employment. View More

Miscellaneous. a) No provision of this Agreement may be modified, waived or discharged unless such waiver, modification or discharge is agreed to in writing and signed by Company and Executive. The waiver or non-enforcement by Company of a breach by Executive of any provision of this Agreement shall not be construed as a waiver of any subsequent breach by Executive. This Agreement is the parties' entire agreement relating to the subject matter hereof and any and all prior agreements, representations or promise...s, oral or otherwise, express or implied, are superseded by and/or merged into this Agreement, including without limitation the Prior Agreement. b) Notices and all other communications provided for in this Agreement shall be in writing and shall be delivered personally or sent by registered or certified mail, return receipt requested, postage prepaid, or sent by facsimile or prepaid overnight courier to the parties. Notices shall be sent to the Executive at the most recent address of Executive as set forth in the Company's records (or such other addresses as shall be specified by Executive by like notice), and to the Company at Lannett Company, Inc., 13200 Townsend Road, Philadelphia, PA 19154 Attn. : President and Chief Executive Officer (or such other addresses as shall be specified by Company by like notice. notice). All notices shall be deemed effective upon receipt. The failure to accept mail forwarded through the U.S. Postal Service, certified, return receipt requested, shall be deemed received as of the earlier of the first date such delivery is refused or, alternatively, if notices are provided of attempts to deliver, the date on which said first notice was provided to Company. 12 c) This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania without regard to choice of law rules. Any action to enforce this Agreement shall be filed in the state or federal courts located in Pennsylvania. 12 d) Although this Agreement was drafted by Company, the parties agree that it accurately reflects the intent and understanding of each party and should not be construed against Company for the sole reason that it was the drafter if there is any dispute over the meaning or intent of any provisions. e) Executive agrees that this Agreement is confidential and Executive will not disclose the terms and conditions of this Agreement to any Company employee or other third party, other than Executive's attorney, accountant, professional advisors and members of his immediate family, except as may be permitted by applicable law. f) This Agreement may be executed in counterparts, which together shall constitute one Agreement. g) Executive agrees that this Agreement is the sole Employment Agreement between Company and Executive and supersedes any and all prior Employment Agreements, Letters of Understandings, verbal understandings or commitments. h) By their signatures below, the parties acknowledge that they have had sufficient opportunity to read and consider, and that they have carefully read and considered, each provision of this Agreement and that they are voluntarily signing this Agreement intending to be legally bound hereby. The parties have executed this Agreement as of the Effective Date. WITNESS /s/ Marsha Keefe /s/ Kevin Smith Martin P. Galvan Marsha Keefe Kevin Smith Martin P. Galvan Executive Assistant LANNETT COMPANY, INC. By: /s/ Arthur P. Bedrosian Arthur P. Bedrosian, President and Chief Executive Officer 13 EX-10.22 5 a13-2036_1ex10d22.htm EX-10.22 EX-10.20 3 a13-2036_1ex10d20.htm EX-10.20 Exhibit 10.22 10.20 AMENDED AND RESTATED EMPLOYMENT AGREEMENT OF KEVIN SMITH MARTIN P. GALVAN This Amended and Restated Employment Agreement of Kevin Smith Martin P. Galvan ("Agreement") is entered into as of this 31st day of December, 2012 ("Effective Date") between Lannett Company, Inc. ("Company") and Kevin Smith Martin P. Galvan ("Executive"). RECITALS WHEREAS, Company wishes to employ Executive as its Vice President of Sales Finance, Chief Financial Officer and Marketing. Treasurer. Executive wishes to accept such employment under the terms and conditions set forth in this Agreement. WHEREAS, Executive has been employed by Company pursuant to an Employment Agreement dated September August 8, 2004, as amended on June 25, 2010 2011 (the "Prior Agreement"), which Executive and Company now wish to amend and restate in its entirety. NOW, THEREFORE, Executive and Company, in consideration of the mutual covenants and agreements hereinafter set forth, agree as follows: 1. Employment. Company hereby employs Executive as its Vice President of Sales Finance, Chief Financial Officer and Marketing; Treasurer; and Executive accepts such employment. View More