Common use of No Suit Clause in Contracts

No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not file, a complaint, charge, or lawsuit against any member of the Group regarding any of the claims released herein. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, or lawsuit, you agree that you shall cause such complaint, charge, or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, or lawsuit, including without limitation the attorneys’ fees of any member of the Group against whom I have filed such a complaint, charge, or lawsuit. This paragraph shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”); provided, however, that if the EEOC were to pursue any claims relating to your employment with the Company, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release and Section 2 of the Change in Control Severance Agreement will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree to waive any and all claims to re-employment with the Company or any other member of the Group and affirmatively agree not to seek further employment with the Company or any other member of the Group.

Appears in 11 contracts

Samples: Change in Control Severance Agreement (Empire State Realty OP, L.P.), Change in Control Severance Agreement (Empire State Realty Trust, Inc.), Change in Control (Empire State Realty Trust, Inc.)

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No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not file, a complaint, charge, or lawsuit against any member of the Group regarding any of the claims released herein. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, or lawsuit, you agree that you shall cause such complaint, charge, or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, or lawsuit, including without limitation the attorneys’ fees of any member of the Group against whom I have filed such a complaint, charge, or lawsuit. This paragraph shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”); provided, however, that if the EEOC were to pursue any claims relating to your employment with the Company, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release and Section 2 5 of the Change in Control Severance Employment Agreement will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree to waive any and all claims to re-employment with the Company or any other member of the Group and affirmatively agree not to seek further employment with the Company or any other member of the Group.

Appears in 4 contracts

Samples: Employment Agreement (Empire State Realty OP, L.P.), Employment Agreement (Empire State Realty Trust, Inc.), Employment Agreement (Empire State Realty Trust, Inc.)

No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not file, a complaint, charge, charge or lawsuit against any member of the Group Company Parties regarding any of the claims released herein. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, charge or lawsuit, you agree that you shall cause such complaint, charge, charge or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, charge or lawsuit, including without limitation the attorneys’ fees of any member of the Group Company Parties against whom I you have filed such a complaint, charge, or lawsuit. This paragraph 5 shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States U.S. Equal Employment Opportunity Commission (the “EEOC”)) or similar state agency; provided, however, that if the EEOC were to pursue or similar state agency pursues any claims relating to your employment with the CompanyCompany or any member of the Company Group, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release Agreement and Section 2 of the Change in Control Severance Agreement Consideration will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree to waive any and all claims to re-employment with the Company or any other member of the Group and affirmatively agree not to seek further employment with the Company or any other member of the Group.

Appears in 3 contracts

Samples: Separation and Release Agreement (Innoviva, Inc.), Separation and Release Agreement (Innoviva, Inc.), Separation and Release Agreement (Innoviva, Inc.)

No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not file, a complaint, charge, charge or lawsuit against any member of the Group Company Parties regarding any of the claims released herein. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, charge or lawsuit, you agree that you shall cause such complaint, charge, charge or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, charge or lawsuit, including without limitation the attorneys’ fees of any member of the Group Company Parties against whom I you have filed such a complaint, charge, or lawsuit. This paragraph Paragraph 5 shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States U.S. Equal Employment Opportunity Commission (the “EEOC”)) or similar state agency; provided, however, that if the EEOC were to pursue or similar state agency pursues any claims relating to your employment with the CompanyCompany or any member of the Company Group, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release Agreement and Section 2 of the Change in Control Severance Agreement Consideration will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree In addition, I understand that nothing in this Agreement shall be construed to waive prohibit you from reporting possible violations of law or regulation to any and all claims to re-employment governmental agency or regulatory body or making other disclosures that are protected under any law or regulation, or from filing a charge with the Company or participating in any other member of the Group and affirmatively agree not to seek further employment with the Company investigation or proceeding conducted by any other member of the Groupgovernmental agency or regulatory body.

Appears in 2 contracts

Samples: Separation and Release Agreement (Melinta Therapeutics, Inc. /New/), Separation and Release Agreement (Melinta Therapeutics, Inc. /New/)

No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not file, a complaint, charge, charge or lawsuit against any member of the Group Company Parties regarding any of the claims released herein. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, charge or lawsuit, you agree that you shall cause such complaint, charge, charge or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, charge or lawsuit, including without limitation the attorneys’ fees of any member of the Group Company Parties against whom I you have filed such a complaint, charge, or lawsuit. This paragraph ‎5 shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States U.S. Equal Employment Opportunity Commission (the “EEOC”)) or similar state agency; provided, however, that if the EEOC were to pursue or similar state agency pursues any claims relating to your employment with the CompanyCompany or any member of the Company Group, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release Agreement and Section 2 of the Change in Control Severance Agreement Consideration will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree to waive any and all claims to re-employment with the Company or any other member of the Group and affirmatively agree not to seek further employment with the Company or any other member of the Group.

Appears in 1 contract

Samples: Separation and Release Agreement (Armata Pharmaceuticals, Inc.)

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No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not filefile or encourage or assist anyone else in filing, a complaint, charge, charge or lawsuit against any member of the Group regarding any of the claims released hereinCompany Parties. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, charge or lawsuit, you agree that you shall cause such complaint, charge, charge or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, charge or lawsuit, including without limitation the attorneys’ fees of any member of the Group Company Parties against whom I you have filed such a complaint, charge, or lawsuit. This paragraph 5 shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States U.S. Equal Employment Opportunity Commission (the “EEOC”)) or similar state agency; provided, however, that if the EEOC were to pursue or similar state agency pursues any claims relating to your employment with the CompanyCompany or any member of the Company Group, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release Agreement and Section 2 of the Change in Control Severance Agreement Consideration will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree , to waive any and all claims to re-employment with the Company or any other member of the Group and affirmatively agree not to seek further employment with the Company or any other member of the Groupmaximum extent permitted by law.

Appears in 1 contract

Samples: Separation, Consulting and Release Agreement (PharmaCyte Biotech, Inc.)

No Suit. You represent and warrant that you have not previously filed, and to the maximum extent permitted by law agree that you will not file, a complaint, charge, charge or lawsuit against any member of the Group Company Parties regarding any of the claims released herein. If, notwithstanding this representation and warranty, you have filed or file such a complaint, charge, charge or lawsuit, you agree that you shall cause such complaint, charge, charge or lawsuit to be dismissed with prejudice and you shall pay any and all costs required in obtaining a dismissal of such complaint, charge, charge or lawsuit, including without limitation the attorneys’ fees of any member of the Group Company Parties against whom I you have filed such a complaint, charge, or lawsuit. This paragraph shall not apply, however, to a claim of age discrimination under ADEA or to any non-waivable right to file a charge with the United States U.S. Equal Employment Opportunity Commission (the “EEOC”)) or similar state agency; provided, however, that if the EEOC were to pursue or similar state agency pursues any claims relating to your employment with the CompanyCompany or any member of the Company Group, you agree that you shall not be entitled to recover any monetary damages or any other remedies or benefits as a result and that this Release Agreement and Section 2 of the Change in Control Severance Agreement Benefits will control as the exclusive remedy and full settlement of all such claims by you. You hereby agree to waive any and all claims to re-employment with the Company or any other member of the Group and affirmatively agree not to seek further employment with the Company or any other member of the Group.

Appears in 1 contract

Samples: Separation and Release Agreement (Healthequity Inc)

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