Exhibit 10.3
CONFIDENTIAL SEPARATION AGREEMENT AND GENERAL RELEASE OF CLAIMS
This is a Confidential Separation Agreement and General Release of Claims (“Agreement”) by and between Mary Puncochar (“Employee”) and BioTE Medical, LLC, a Texas limited liability company (together with its affiliates, parents, and subsidiaries the “Company”). Employee and Company collectively are referred to herein as the “Parties” or singularly as a “Party.”
Employee’s employment with Company will terminate, effective July 1, 2024, (the “Termination Date”) whereupon all benefits and privileges related thereto will cease, except as set forth herein. The Parties acknowledge and agree that neither Party will be required to provide the other Party with a written notice of termination.
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Any breach by Employee of the terms and conditions contained in this Agreement may also result in the Company filing a lawsuit against Employee for equitable or monetary relief, including but not limited to: injunctive relief, actual damages, punitive damages, attorney’s fees, costs, and any other relief permitted by applicable law.
If the Employee violates any of the post-termination obligations in this Agreement, the obligation at issue will run from the first date on which the Employee ceases to be in violation of such obligation, or from the conclusion of any legal proceeding required to enforce it, until Employee has complied with the obligation for the full length of time provided for in the restriction.
If the restrictions in Sections 9, 10, 11 or 13 are challenged by Employee or anyone acting on behalf of (or for the benefit of) Employee and found to be unenforceable by any binding adjudicator (court or arbitrator) in any part deemed material by the Company, then the Company shall have the right to demand and receive from Employee a return of up to 95% of the Additional Special Consideration due to failure of mutual dependent forms of consideration in this Agreement. The return of the consideration required by this clause is not a liquidated damage remedy or substitute for injunctive relief but is instead a return of unearned consideration and restoration of excess payments that Employee has no right to retain due to failure of consideration. The Company’s exercise of this right will not eliminate, decrease or otherwise compromise the Company’s right to damages, injunctive relief, or any other remedy allowed in law or equity for a breach of any surviving restriction in this Agreement.
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| BIOTE MEDICAL, LLC | |
/s/ Mary Puncochar |
| /s/ Teresa Weber | ||
Mary Puncochar |
| Printed Name: Teresa Weber | ||
Date: | July 2, 2024 |
| Title: Chief Executive Officer | |
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| Date: | July 3, 2024 |
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