Complete Release. In exchange for the consideration set forth herein, Employee hereby knowingly and voluntarily releases and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee may have under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Separation and Release Agreement (Nii Holdings Inc)
Complete Release. In exchange Officer, for the consideration set forth hereinOfficer and Officer’s predecessors, Employee successors, assigns, and heirs, hereby knowingly and voluntarily releases and forever discharges NII and releases the Company and each of its predecessors and representatives, along with each of its present or former officers, directors, employees, employee benefit plans, stockholders, affiliates, insurers, successors and assigns from all rights, claims and demands Officer may have based on or related to Officer’s employment or termination of employment with the Company or that the Officer had, now has, or may hereafter claim to have based on any facts or events related companiesto Officer’s employment of termination thereof, whether known or unknown by Officer that occurred on or before the date Officer signs this Agreement, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee the Officer may have under Title VII of based on (i) the following United States laws: the Civil Rights Act Acts of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal workas amended; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmentas amended; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individualsAct of 1990; the Virginia Human Rights ActRehabilitation Act of 1973; the Equal Pay Act of 1963; and the Employee Retirement Income Security Act of 1974, which is a state statue prohibiting, among other thingsas amended; (ii) applicable laws of the states of the United States concerning wages, employment and discharge; (iii) applicable laws of Poland and the European Union concerning wages, discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationand discharge; (iv) claims arising out of any legal restrictions of the right to terminate Officer, such as wrongful or unlawful discharge or related causes of action; (v) defamation, invasion of privacy, intentional or negligent infliction of emotional distress or any other federaltortious conduct; and/or (vi) violations of any contract or promise, state express or local laws or regulations prohibiting employment discrimination. This also includes implied, specifically including, but is not limited to, the Employment Agreement (as defined in the Separation Agreement). No reference to a release by Employee the aforementioned causes of any action or claims for wrongful discharge or breach is intended to limit the scope of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know aboutthis Agreement. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is the Officer does not releasing: hereby release (1i) any rights, claims for payments and benefits as set forth in or demands with respect to the period following the effective date of this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7ii) any rights to indemnification pursuant to NIIOfficer may have under the Company’s or any successor companythe Subsidiary’s Certificate charter documents or state corporate law for indemnification for third-party claims alleging actions or inactions by Officer as an employee, officer or agent of Incorporation, Delaware General Corporation Law the Company or the Director and Officer Subsidiary, (iii) any obligation of the Company arising under the Indemnification Agreement between the Parties Agreement, dated as of June 26, 20152012, by the Company in favor of Officer or arising under the Interim Employment Agreement or (iv) any rights under the Current Agreement or benefits accrued while employed by the Subsidiary pursuant thereto. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.Exhibit A-1
Appears in 1 contract
Sources: Interim Employment Agreement
Complete Release. In exchange for the consideration set forth herein, Employee Consultant hereby knowingly and voluntarily releases and forever discharges NII and the Company, any related companies, including, without limitation, their affiliates, and the former and current employees, officers, agents, directors, shareholders, investors, attorneys, affiliates, successors and assigns or of any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee Consultant had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to EmployeeConsultant’s employment with NII the Company, his consultancy with the Company, or the termination of that employmentemployment and/or consultancy. This includes includes, but is not limited to to, a release of any rights or claims Employee Consultant may have under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Family and Medical Leave Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes includes, but is not limited to to, a release by Employee Consultant of any claims for wrongful discharge or discharge, breach of contract under the Severance Plancontract, or any other statutory, common law, tort tort, contract, or contract negligence claim that Employee Consultant had, has or may have against any of the Released Parties. This release covers both claims that Employee Consultant knows about and those that Employee claims Consultant may not know about. Notwithstanding the foregoingConsultant further acknowledges that Consultant has received compensation for all hours worked in accordance with applicable state and federal laws. This release does not include, neither party is releasing any right however, a release of Consultant’s right, if any, to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any payment of vested qualified retirement benefits under NIIthe Company’s ERISA plan (although it does include a release of all claims to benefits under plans and the Severance Plan); (3) the right right, if any, to continuation in NIIthe Company’s medical plans as provided by COBRA; . Nothing in this Paragraph 3, nor any other provision of this Agreement, waives or affects Consultant’s right to file a charge of discrimination with the Equal Employment Opportunity Commission (4“EEOC”) or to provide information to, or participate as a witness in, an investigation undertaken or a proceeding initiated by the EEOC. However, Consultant waives Consultant’s right to monetary or other recovery, including attorney’s fees, should Consultant or any federal, state or local administrative agency pursue any claims for unemployment compensation on Consultant’s behalf arising out of Consultant’s employment, consultancy or workers compensation benefits or other the conclusion of his employment and/or consultancy with the Company. Notwithstanding the foregoing, the parties agree that nothing in this Agreement shall be construed to prohibit the exercise of any rights by either party that such party may not be released waive as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Consultancy, Separation and Release Agreement (Lumber Liquidators Holdings, Inc.)
Complete Release. In exchange for the consideration set forth herein, Employee hereby knowingly and voluntarily releases and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee may have under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any claims for wrongful discharge or discharge, breach of contract contract, under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (32) the right to continuation in NII’s medical plans as provided by COBRA; (43) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (54) any claims solely relating the validity of this general release under the ADEA, as amended; (65) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission, the Occupational Safety and Health Act, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (“Government Agencies”); or (76) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015Parties. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. However, Employee understands that this Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agencies. This Agreement does not limit Employee’s right to receive an award for information provided to any Government Agencies. Employee represents and warrants that Employee has no knowledge of any improper or illegal actions, misstatements or omissions by NII, is not aware of any facts or evidence that could give rise to such a claim, nor does Employee know of any basis on which any third party or governmental entity could assert such a claim. Employee further represents and warrants that he/she has fulfilled Employee’s duties to NII to the best of Employee’s abilities and in a reasonable and prudent manner, and that Employee has not knowingly engaged, directly or indirectly, in any actions or omissions that could be perceived as improper or unlawful, nor has Employee failed to report any such actions or omissions to NII. Employee further represents and warrants that he/she has been paid all compensation due and owing from NII as a result of Employee’s work, that he/she has received all rights to which Employee is entitled under the Family and Medical Leave Act, and that he/she is not suffering from any undisclosed illness or injury that would be compensable under NII’s workers’ compensation insurance. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Separation and Release Agreement (Nii Holdings Inc)
Complete Release. In exchange for (a) As a material inducement to AVC to enter into this Agreement, but subject to the consideration set forth hereinpayment by AVC of the amounts due Keefer pursuant to Section 3 of this Agreement and the other ▇▇▇▇gations of AVC under this Agreement, Employee Keefer hereby knowingly and voluntarily waives, releases and forever discharges NII AVC, its offi▇▇▇▇, directors, stockholders, employees, agents, attorneys, subsidiaries, servants, successors, insurers and affiliates, and their successors and assigns, from any related companiesand all manners of action, claims, liens, demands, liabilities, causes of action, charges, complaints, suits (judicial, administrative, or otherwise), damages, debts, demands, obligations of any other nature, past or present, known or unknown, whether in law or in equity, whether founded upon contract (expressed or implied), tort (including, but not limited to, defamation), statute or regulation (federal, state or local), common law and/or any other theory or basis, from the beginning of the world to the date hereof, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to to, any claims claim that Keefer has asserted, now asserts or demands based upon could have asserted under the Employment Agreements or relating to Employee’s employment with NII or the termination of that employmentotherwise. This includes waiver, release and discharge includes, but is not limited to a release to, claims arising under federal, state or local laws prohibiting employment or other discrimination or claims growing out of any legal restrictions on the Company's rights or claims Employee may have to terminate its employees, including, but not limited to, any claim arising under Title VII of the Civil Rights Act of 1964, which prohibits discrimination United States Code. It is expressly understood by Keefer that among the various rights and claims being waive▇ ▇▇ ▇im in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; this release are those arising under the Age Discrimination in Employment Act of 19671967 (29 U.S.C. 621, et seq.). Notwithstanding anything else contained in this Agreement, this waiver, release and discharge is not intended to release any rights Keefer has (i) with respect to Keefer's participation in AV▇-▇▇▇▇sored stock option plans, ▇▇▇▇▇▇▇ng the options granted to Keefer as of November 28, 1994 and February 4, 2000, which ▇▇▇▇▇▇s shall continue to remain in effect for their full original terms and (ii) to seek and obtain indemnification and/or defense pursuant to the provisions of the 2002 Agreement, the Certificate of Incorporation and Bylaws of AVC (“ADEA”each as amended through the effective date of the execution of this Agreement) which prohibits age discrimination and the laws of the State of Nevada, in employment; the Americans with Disabilities Actevent that any claim is asserted against Keefer by a third party.
(b) As a materi▇▇ ▇▇▇ucement to Keefer to enter into this Agreement, which prohibits discrimination against otherwise qualified disabled individuals; subject to the Virginia Human Rights Actobligat▇▇▇▇ ▇f Keefer under this Agreement, which is a state statue prohibitingAVC hereby irrevocably and unc▇▇▇▇▇▇onally waives, among other thingsreleases and discharges Keefer, employment discrimination; the Fairfax County Human Rights Ordinancehis agents and attorneys, which is a local ordinance prohibitingsuccessors and assigns fr▇▇ ▇▇▇ and all manner of action, among other thingsclaims, employment discrimination; liens, demands, liabilities, causes of action, charges, complaints, suits (judicial, administrative, or otherwise), damages, debts, demands, obligations of any other nature, past or present, known or unknown, whether in law or in equity, whether founded upon contract (expressed or implied), tort (including, but not limited to, defamation), statute or regulation (federal, state or local laws local), common law and/or any other theory or regulations prohibiting employment discrimination. This also includes basis, from the beginning of the world to the date hereof, including, but is not limited to a release by Employee of to, any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee hadAVC has asserted, has now asserts or could have asserted.
(c) It is understood and agreed by the parties hereto that the facts and respective assumptions of law in contemplation of which this Agreement is made may have against any hereafter prove to be other than or different from those facts and assumptions now known, made or believed by them to be true. The parties hereto expressly accept and assume the risk of the Released Parties. This release covers both claims that Employee knows about facts and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right assumptions to enforce this Agreementbe so different, and Employee is agree that all terms of this agreement shall be in all respects effective and not releasing: (1) subject to termination or reclusion by any claims for payments and benefits as set forth such difference in this Agreement facts or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter assumptions of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Complete Release. (a) In exchange for consideration of the consideration set forth hereinpayments and benefits received hereunder, Employee hereby knowingly agrees to release and voluntarily releases waive all claims he may have against the Company. Employee's release includes all claims that are related to (i) Employee's employment with the Company; (ii) the voluntary or involuntary separation from that employment; (iii) the design or administration of any employee benefit program; (iv) any rights Employee has to severance or similar benefits under any program, policy or procedure of the Company other than the payments recited in Section 2 or 3 of this Release; (v) any rights Employee may have to the continued receipt of benefits, other than as recited in Sections 2 and forever discharges NII 3 of this Release; and (vi) any related companiesother claims or demands Employee may have which arise under any contract or law or on any other basis, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any to, claims or demands based upon under any severance plan or relating to Employee’s employment with NII 's Employment Agreement, or the termination of that employmentany other agreement. This includes but is release does not limited give up Employee's rights to a release of continued health insurance under COBRA as set forth above.
(b) Employee also releases any rights or claims Employee he may have under the Americans with Disabilities Act, which prohibits employers from discriminating against any qualified individual with a disability; Age Discrimination in Employment Act, which prohibits age discrimination in employment; Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Older Workers' Benefit Protection Act, which prohibits discrimination against otherwise qualified disabled individualsin employee benefits; the Virginia Human Rights Actstate laws, which is a state statue prohibitingprohibit discrimination in employment based on, among other thingsinter alia, employment discriminationrace, color, religion, age, national origin, handicap, sex, or ancestry; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited , restricting an employer's right to a release by Employee of terminate employees, or otherwise regulating employment; any claims for wrongful discharge and all claims for alleged physical or breach of contract personal injury, or emotional distress; any claims under the Severance Plan, Worker Adjustment and Retraining Act or any other statutory, common similar law, tort which requires, among other things, that advance notice be given of certain work force reductions; and all claims under the Employee Retirement Income Security Act, such as claims relating to pension or contract claim that Employee had, has or may have against any of the Released Partieshealth plan benefits. This release covers both claims that Employee knows about and those that Employee he may not know about. Notwithstanding Employee expressly waives all rights affordwolffed him by any statute that limits the foregoing, neither party is releasing any right effect of a release with respect to enforce this Agreement, unknown claims to the maximum extent such statutes permit such waiver. This release and waiver by the Employee is not releasing: on behalf of the Employee and his spouse (1if any) any claims for payments and benefits as set forth in this Agreement child or the Second Separation Agreement; children (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Planif any); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporationheirs, Delaware General Corporation Law or the Director beneficiaries, devisees, executors, administrators, attorneys, personal representatives, successors and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseassigns.
Appears in 1 contract
Sources: Release and Waiver of Employment Claims (Danielson Holding Corp)
Complete Release. In exchange for the consideration set forth herein, Employee hereby knowingly and voluntarily releases and forever discharges NII and PRA, any related companies, including, without limitation, their affiliates, and the former and current employees, officers, agents, directors, shareholders, investors, attorneys, affiliates, successors and assigns or of any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released PartiesParties through the date this Agreement is executed including, including but not limited to to, any claims or demands based upon or relating to Employee’s employment with NII or PRA, the termination cessation of that employment, and the terms and conditions of the Employment Agreement. This includes The release provided for under this Paragraph 3 includes, but is not limited to to, a release of any rights or claims Employee may have under Title VII of the Civil Rights Act of 1964, as amended, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmenton the basis of age; the Americans with Disabilities Act, as amended, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Family and Medical Leave Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discriminationinvolving employment. This release also includes includes, but is not limited to to, a release by Employee of any claims against the Released Parties for wrongful discharge or discharge, breach of contract under the Severance Plancontract, or any other statutory, common law, tort tort, contract, or contract negligence claim that Employee had, has or may have against any of the Released PartiesParties through the date this Agreement is executed. This release covers both claims that Employee knows about and those that Employee claims he may not know about. Notwithstanding about that occurred prior to the foregoing, neither party is releasing any right to enforce execution of this Agreement. This release does not include, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include however, a release of all claims rights, if any, to payment of vested benefits under the Severance Plan); (3) PRA’s ERISA employee benefit plans or the right right, if any, to continuation in NIIthe PRA’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director . The Parties acknowledge and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees agree that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and it is to be broadly construed as a release by Employee of all claims; provided that notwithstanding the foregoing, this Agreement shall not be construed to prohibit the exercise of any rights by signing either party that such party may not waive or release as a matter of law or under applicable public policy. Employee further acknowledges and agrees that he has been paid and/or received all compensation, commissions, wages, bonuses and/or benefits to which he is entitled except as provided for in this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Complete Release. In exchange for the consideration set forth herein, Employee hereby knowingly and voluntarily releases and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee may have under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any claims for wrongful discharge or discharge, breach of contract contract, under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (32) the right to continuation in NII’s medical plans as provided by COBRA; (43) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (54) any claims solely relating the validity of this general release under the ADEA, as amended; (65) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (76) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015Parties. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Separation and Release Agreement (Nii Holdings Inc)
Complete Release. In exchange for consideration of the consideration set forth hereinpayments provided under this Agreement, Employee Executive (and anyone else claiming by or through the Executive) RELEASES, ACQUITS, and FOREVER DISCHARGES the Company, and each of its past and present parents, subsidiaries, affiliates, shareholders, directors, officers, attorneys, accountants, agents, employees and representatives (collectively and individually, the “Releasees”), from ANY and ALL causes of action, claims, damages, including attorney’s fees, Executive may now have, has ever had, or may ever have, against them which could have arisen out of Executive’s employment or separation from employment with the Company or his service as an officer or director of the Company or any other matter related to his association with the Company, whether known or unknown. Executive hereby knowingly irrevocably, unconditionally and voluntarily releases fully releases, acquits and forever discharges NII the Releasees from any and any related companiesall charges, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilitiescomplaints, claims, demandsliabilities, obligations, costs, losses, debts, and expenses (including attorneys’ fees and costs actually incurred), of any nature whatsoever known or unknown, suspected or unsuspected, including without limitation any rights arising out of action alleged violations of any contract, express or causes implied, written or verbal, any covenant of action Employee hadgood faith and fair dealing, has express or may have against implied, any tort, any legal restrictions on the right of the Released PartiesCompany to terminate, including but not limited to discipline, or otherwise manage employees or any claims federal, state or demands based upon other governmental statute, regulation, or relating to Employee’s employment with NII or ordinance. Notwithstanding the termination of that employment. This includes but is not limited to foregoing, nothing herein shall constitute a release of any rights the Company from causes of action, claims or damages, including attorneys’ fees, that may arise from acts or omissions by the Company after the date of this Release, that may arise under this Agreement, or that arise for accrued or vested benefits under the Company’s retirement or health and welfare benefit plans. These releases and waivers include, but are not limited to, claims Employee may have under Title VII of the Civil Rights Act of 19641954, which prohibits discrimination the Civil Rights Act of 1991, The Age Discrimination in employment based on raceEmployment Act, colorthe Employee Retirement Income Security Act of 1974, national originthe Americans with Disabilities Act, religion or sex; the Rehabilitation Act of 1973, the Equal Pay Act, which prohibits paying men the False Claims Act, the Civil Rights Act of 1966, the Fair Labor Standards Act, the Occupational Safety and women unequal pay for equal work; Health Act, the Family and Medical Leave Act, the Texas Commission on Human Rights Act, and any causes of action or claims arising under analogous state laws or local ordinances or regulations, any common law principle or public policy, including all suits in tort or contract, or under the Company’s personnel policies or any contract of employment that may exist between Executive and the Company. Executive knowingly and voluntarily waives any existing rights he may have pursuant to the Age Discrimination in Employment Act of 19671967 and the Older Workers Benefit Protection Act. Further, Executive acknowledges the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee receipt of any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about good and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as valuable consideration set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release in exchange for this waiver of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided potential claims. It is expressly agreed and understood by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees Executive that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release Release is a general release and that by signing this Agreement, he is signing and agreeing to this release.. SEVERANCE AND CONSULTING AGREEMENT 6
Appears in 1 contract
Sources: Severance and Consulting Agreement (Bearingpoint Inc)
Complete Release. In exchange for consideration of those payments and benefits provided in the consideration set forth hereinAgreement beyond the $5,000 (gross) specified in paragraphs 16 and 22 of the Agreement, Employee Executive agrees to and hereby does knowingly and voluntarily releases release and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of discharge the Released Parties, including but not limited to from any claims or and all claims, causes of action and demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights kind, whether known or claims Employee unknown, which Executive has, ever has had, or ever in the future may have and which are based on acts, omissions or events occurring up to and including the date of this Supplemental Release. Included in the release set forth in the preceding sentence, without limiting its scope, are claims arising under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on racethe Americans with Disabilities Act of 1990, colorthe Family and Medical Leave Act of 1993, national originthe Employee Retirement Income Security Act of 1974 (“ERISA”), religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the 1967 (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act), which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Acteach as amended, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or as well as any other federal, state or local laws employment or regulations prohibiting labor laws, wrongful discharge or other statutory employment discriminationlaw claims, as well as any claims in contract, tort, or common law, and which are related to Executive’s employment with the Company, Western Union, and/or their subsidiaries and Affiliates or the termination of that employment (the “Claims”). This also includes but The term “Claims” is intended to be broad and all-encompassing and is not limited to a release by Employee of any those claims for wrongful discharge or breach of contract under specifically cited in the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know aboutforegoing sentence. Notwithstanding the foregoing, neither party is releasing Executive does not waive claims, causes of action or demands of any right kind to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release claims, causes of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation action or workers compensation benefits or other rights demands that may arise after the date this Supplemental Release is executed and which are based on acts or omissions occurring after the date this Supplemental Release is signed; or claims, causes of action or demands which by law cannot be released as by private agreement between the employer and employee, including but not limited to any claim for any accrued benefits to which Executive has a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable forfeitable right to file a charge with under any ERISA retirement benefit plan. Furthermore, notwithstanding the U.S. Equal Employment Opportunity Commission; or (7) any foregoing, nothing in this Supplemental Release waives Executive’s rights to indemnification pursuant in accordance with Western Union’s bylaws, waives Executive’s rights to NII’s directors and officers liability insurance coverage (subject to the terms of the applicable insurance policies) or any successor company’s Certificate of Incorporationwaives a claim which by law cannot be waived. The Released Parties acknowledge that, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26the date of this Supplemental Release, 2015. If a government agency were the Released Parties are not aware of any claims or causes of action or demands of any kind which any of the Released Parties could assert against Executive based on Executive’s acts or omissions occurring up to pursue any matters that are released herein, Employee agrees that and including the date of this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseSupplemental Release.
Appears in 1 contract
Complete Release. In exchange for (▇) ▇▇ a material inducement to AVC to enter into this Agreement, but subject to the consideration set forth hereinpayment by AVC of the amounts due Tassinari pursuant to Section 3 of this Agreement and the other obli▇▇▇▇▇▇▇ ▇f AVC under this Agreement, Employee Tassinari hereby knowingly and voluntarily waives, releases and forever discharges NII AVC, its officers, ▇▇▇▇▇▇▇▇▇, stockholders, employees, agents, attorneys, subsidiaries, servants, successors, insurers and affiliates, and their successors and assigns, from any related companiesand all manners of action, claims, liens, demands, liabilities, causes of action, charges, complaints, suits (judicial, administrative, or otherwise), damages, debts, demands, obligations of any other nature, past or present, known or unknown, whether in law or in equity, whether founded upon contract (expressed or implied), tort (including, but not limited to, defamation), statute or regulation (federal, state or local), common law and/or any other theory or basis, from the beginning of the world to the date hereof, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to to, any claims claim that Tassinari has asserted, now asserts or demands based upon could have asserted under the ▇▇▇▇▇▇▇▇nt Agreements or relating to Employee’s employment with NII or the termination of that employmentotherwise. This includes waiver, release and discharge includes, but is not limited to a release to, claims arising under federal, state or local laws prohibiting employment or other discrimination or claims growing out of any legal restrictions on the Company's rights or claims Employee may have to terminate its employees, including, but not limited to, any claim arising under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; United States Code. It is expressly understood by Tassinari that among the Equal Pay Act, which prohibits paying men various rights and women unequal pay for equal work; claims being waived by h▇▇ ▇▇ ▇▇▇s release are those arising under the Age Discrimination in Employment Act of 19671967 (29 U.S.C. 621, et seq.). Notwithstanding anything else contained in this Agreement, this waiver, release and discharge is not intended to release any rights Tassinari has (i) with respect to Tassinari's participation in AVC-s▇▇▇▇▇▇▇▇ stock option plans, inclu▇▇▇▇ ▇▇▇ ▇▇tions granted to Tassinari as of November 28, 1994, October 7, 1996, December 19, 199▇ ▇▇▇ ▇▇▇ruary 4, 2000, which options shall continue to remain in effect for their full original terms and (ii) to seek and obtain indemnification and/or defense pursuant to the provisions of the 2002 Agreement, the Certificate of Incorporation and Bylaws of AVC (“ADEA”each as amended through the effective date of the execution of this Agreement) which prohibits age discrimination and the laws of the State of Nevada, in employment; the Americans with Disabilities Actevent that any claim is asserted against Tassinari by a third party.
(b) As a material inducemen▇ ▇▇ ▇▇▇▇inari to enter into this Agreement, which prohibits discrimination against otherwise qualified disabled individuals; subject to the Virginia Human Rights Actobligations o▇ ▇▇▇▇▇▇▇ri under this Agreement, which is a state statue prohibitingAVC hereby irrevocably and unconditi▇▇▇▇▇▇ ▇▇ives, among other thingsreleases and discharges Tassinari, employment discrimination; the Fairfax County Human Rights Ordinanceher agents and attorneys, which is a local ordinance prohibitingsuccessors and assigns from any ▇▇▇ ▇▇▇ manner of action, among other thingsclaims, employment discrimination; liens, demands, liabilities, causes of action, charges, complaints, suits (judicial, administrative, or otherwise), damages, debts, demands, obligations of any other nature, past or present, known or unknown, whether in law or in equity, whether founded upon contract (expressed or implied), tort (including, but not limited to, defamation), statute or regulation (federal, state or local laws local), common law and/or any other theory or regulations prohibiting employment discrimination. This also includes basis, from the beginning of the world to the date hereof, including, but is not limited to a release by Employee of to, any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee hadAVC has asserted, has now asserts or could have asserted.
(c) It is understood and agreed by the parties hereto that the facts and respective assumptions of law in contemplation of which this Agreement is made may have against any hereafter prove to be other than or different from those facts and assumptions now known, made or believed by them to be true. The parties hereto expressly accept and assume the risk of the Released Parties. This release covers both claims that Employee knows about facts and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right assumptions to enforce this Agreementbe so different, and Employee is agree that all terms of this agreement shall be in all respects effective and not releasing: (1) subject to termination or reclusion by any claims for payments and benefits as set forth such difference in this Agreement facts or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter assumptions of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Complete Release. In exchange for the consideration set forth hereinSeparation Settlement Payment described in Section 1, Employee hereby knowingly agrees to release (hereinafter "Complete Release") the following persons and voluntarily releases and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) entities from all liabilities, claims, demands, claims or rights of action or causes of action Employee had, has or may have against any of (or which may arise before this Agreement becomes effective) based on the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s 's employment with NII the Company or the termination of that employment: the Company, all related companies, and with respect to each such entity, all of its past or present employees, directors, agents, employee benefit programs (and the trustees, administrators, fiduciaries and insurers of such programs) and any other persons acting by, through, under or in concert with any of the persons or entities listed above. This includes includes, but is not limited to to, a release of any claims or rights or claims Employee may have under the federal Age Discrimination in Employment Act of 1967, as amended, which prohibits age discrimination in employment; Title VII of the Civil Rights Act of 1964, as amended and the Civil Rights Act of 1991, which prohibits prohibit discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment The Americans With Disabilities Act of 19671990, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Actas amended, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationdisabled; or any and all other federal, state state, local laws, regulations or local laws or regulations ordinances prohibiting employment discrimination. This Employee also includes but is not limited to a release by Employee of releases any claims for wrongful discharge or discharge, for breach of an express or implied employment contract under the Severance Planor personal injuries arising therefrom, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Partiesif any. This release Complete Release covers both claims that the Employee knows about and those that Employee he may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is but does not releasing: (1) release any claims for payments and benefits as set forth which arise after this Complete Release becomes effective. Employee represents that he has not filed or caused to be filed a lawsuit asserting any claims that are released in this Agreement Section. Further, the Employee agrees not to pursue any charges or commence any actions of any kind with any local, state or federal agency or state or federal court pertaining to the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation that are released in NII’s medical plans as provided by COBRA; (4) any this Section. Excluded from this Complete Release are claims for unemployment compensation or workers compensation benefits or other rights that may which cannot be released as a matter of waived by law; (5) any claims solely relating , including, but limited to the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with or participate in an investigation with the U.S. Equal Employment Opportunity Commission; EEOC. Employee is waiving, however, any right to any monetary recovery or (7) any rights to indemnification pursuant to NII’s relief should the EEOC or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government other agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseon his behalf.
Appears in 1 contract
Sources: Separation Settlement and Release Agreement (Quicksilver Resources Inc)
Complete Release. (a) In exchange for the consideration set forth hereinof those payments and benefits listed above which are payable only under this Separation Agreement, Employee Executive agrees to and hereby does knowingly and voluntarily releases release and forever discharges NII and any related companiesdischarge the Company, including, without limitationWestern Union, their affiliatessubsidiaries and Affiliates, former and current employeestheir agents, executives, directors, officers, employees, and their predecessors and successors, including the subsidiaries, Affiliates, agents, executives, directors, shareholdersofficers and employees of such predecessors and successors, investors, attorneys, successors and assigns or any of them (the “Released Parties”) ), from any and all liabilities, claims, demands, rights of action or causes of action Employee and demands of any kind, whether known or unknown, which Executive has, ever has had, has or ever in the future may have against any and which are based on acts or omissions occurring up to and including the date of this Separation Agreement. Included in the Released Partiesrelease set forth in the preceding sentence, including but not limited to any without limiting its scope, are claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee may have arising under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on racethe Employee Retirement Income Security Act of 1974, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the 1967 (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act), which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Acteach as amended, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or as well as any other federal, state or local laws employment or regulations prohibiting labor laws, wrongful discharge or employment discriminationclaims, as well as any claims in contract, tort, or common law, and which are related to Executive’s employment with the Company, Western Union, and/or their subsidiaries and Affiliates or the termination of that employment (the “Claims”). This also includes but The terms “Claims” is intended to be broad and all-encompassing and is not limited to those claims specifically cited in the foregoing sentence. Executive does not waive claims, causes of action or demands of any kind that may arise after the date this Separation Agreement is executed and which are based on acts or omissions occurring after such date, or claims, causes of action, or demands which by law cannot be released by private agreement between the Company and the Executive. The foregoing release shall not apply to (i) Executive’s right to indemnification under the Company’s bylaws or otherwise, (ii) rights to directors and officers liability insurance (to the extent eligible), (iii) obligations of the Company created by this Separation Agreement, or (iv) claims, causes of action or demands of any kind that may arise after the date this Separation Agreement is executed and which are based on acts or omissions occurring after such date. Furthermore, notwithstanding the foregoing, nothing in this Separation Agreement waives a claim which by law cannot be waived.
(b) Executive further agrees that while nothing in this Separation Agreement shall limit Executive’s right to maintain a pending charge of discrimination, or file a future charge of discrimination, with any federal, state or local governmental agency relating to Executive’s employment with the Company and/or participate in any proceeding relating to any action or Executive’s employment, whether brought by an agency or by another on Executive’s behalf, Executive expressly waives by this Separation Agreement the right to recover monetary damages and any other relief personal to Executive if such charge, lawsuit or action is pursued. Notwithstanding this provision, Executive may bring a claim against the Company to enforce this Separation Agreement or to challenge the validity of this Separation Agreement under ADEA.
(c) While the Released Parties do not intend to release by Employee and discharge any claims or causes of action against Executive under this Separation Agreement, the Released Parties acknowledge that, as of the date of this Separation Agreement, the Released Parties are not aware of any claims for wrongful discharge or breach causes of contract under the Severance Plan, action or demands of any other statutory, common law, tort or contract claim that Employee had, has or may have against kind which any of the Released Parties. This release covers both claims that Employee knows about Parties could assert against Executive based on Executive’s acts or omissions occurring up to and those that Employee may not know about. Notwithstanding including the foregoing, neither party is releasing any right to enforce date of this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Complete Release. In exchange consideration for and expressly conditioned on the consideration set forth hereinreceipt of payment of the Severance Payment, Employee Read hereby knowingly and voluntarily releases and forever discharges NII and any related companiesthe Company, including, without limitation, their affiliates, former and current together with the employees, officerspartners, agents, directors, shareholdersofficers, investorscontractors, attorneys, successors insurers and assigns or attorneys of any of them them, (the “Released PartiesReleasees”) from any and all liabilities, claims, claims or demands, rights of action whether known or causes of action Employee hadunknown, has and whether asserted on an individual or class basis, which Read has, may have, or may claim to have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employmentthem. This complete release of all claims includes but is not limited to a complete release of any rights claims (including claims for attorneys’ fees) Read has, may have, or may claim to have based on Read’s employment with Company or separation from that employment, as well as any claims Employee may have under arising out of any contract, express or implied, any covenant of good faith and fair dealing, express or implied, any tort (including negligence by the Company or anyone else), and any federal, state or other governmental statute, regulation or ordinance relating to employment, employment discrimination, or the payment of wages or benefits including, but not limited to, those relating to qui tam, employment discrimination, termination of employment, payment of wages or provision of benefits, housing costs, costs relating to relocation and the purchase or sale of housing, Title VII of the Civil Rights Act of 19641964 as amended, which prohibits discrimination in employment based on racethe Civil Rights Act of 1991, color, national origin, religion or sex; the Equal Pay Americans with Disabilities Act, which prohibits paying men the Employee Retirement Income Security Act, the Family and women unequal pay for equal work; Medical Leave Act, the Fair Labor Standards Act, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act (“OWBPA”), the Worker Adjustment and Retraining Notification Act, the Consolidated Omnibus Budget Reconciliation Act, and the Occupational Safety and Health Act and/or their state law or local law equivalents. Read specifically waives any entitlement to any bonus, equity plan or other compensation not specifically set forth in this Separation Agreement. Read represents that he has not assigned to any other person any of such claims and that Read has the full right to grant this release. Notwithstanding any other provision herein, Read is not waiving any claims that may arise under the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which after this Separation Agreement is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; executed or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any future claims for wrongful discharge or breach of contract under based on the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as provisions set forth in this Agreement or the Second Separation Agreement; (2) . This Separation Agreement shall not modify, expand or reduce any vested qualified retirement benefits under NIIobligation of the Company to indemnify Read from any claims arising out of the performance of Read’s ERISA plan (although it does include a release services as an employee or officer of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans Company as provided by COBRA; applicable law and in accordance with the Company’s by-laws. Nothing herein is intended to expand, reduce or limit the Company’s obligations to provide the benefit of insurance coverage maintained by the Company (4including D&O coverage) for Read in connection with claims based on actions or omissions of Read during the period of Read’s employment with the Company. Excluded from this release are a) any claims for unemployment compensation or workers compensation benefits or other rights arising under the terms of this Agreement; and b) any claims that may not be released as a matter of waived by law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Separation Agreement (Flextronics International Ltd.)
Complete Release. (a) In exchange for the consideration set forth hereinof those payments and benefits listed above which are payable only under this February 28, Employee 2014 Release, Executive agrees to and hereby does knowingly and voluntarily releases release and forever discharges NII and any related companiesdischarge the Company, including, without limitationWestern Union, their affiliatessubsidiaries and Affiliates, former and current employeestheir agents, executives, directors, officers, employees, and their predecessors and successors, including the subsidiaries, Affiliates, agents, executives, directors, shareholdersofficers and employees of such predecessors and successors, investors, attorneys, successors and assigns or any of them (the “Released Parties”) ), from any and all liabilities, claims, demands, rights of action or causes of action Employee and demands of any kind, whether known or unknown, which Executive has, ever has had, has or ever in the future may have against any and which are based on acts or omissions occurring up to and including the date of this February 28, 2014 Release. Included in the Released Partiesrelease set forth in the preceding sentence, including but not limited to any without limiting its scope, are claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee may have arising under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on racethe Employee Retirement Income Security Act of 1974, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the 1967 (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act), which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Acteach as amended, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or as well as any other federal, state or local laws employment or regulations prohibiting labor laws, wrongful discharge or employment discriminationclaims, as well as any claims in contract, tort, or common law, and which are related to Executive’s employment with the Company, Western Union, and/or their subsidiaries and Affiliates or the termination of that employment (the “Claims”). This also includes but The terms “Claims” is intended to be broad and all-encompassing and is not limited to those claims specifically cited in the foregoing sentence. Executive does not waive claims, causes of action or demands of any kind that may arise after the date this February 28, 2014 Release is executed and which are based on acts or omissions occurring after such date, or claims, causes of action, or demands which by law cannot be released by private agreement between the Company and the Executive. The foregoing release shall not apply to (i) Executive’s right to indemnification under the Company’s bylaws or otherwise, (ii) rights to directors and officers liability insurance (to the extent eligible), (iii) obligations of the Company created by this February 28, 2014 Release, or (iv) claims, causes of action or demands of any kind that may arise after the date this February 28, 2014 Release is executed and which are based on acts or omissions occurring after such date. Furthermore, notwithstanding the foregoing, nothing in this February 28, 2014 Release waives a claim which by law cannot be waived.
(b) Executive further agrees that while nothing in this February 28, 2014 Release shall limit Executive’s right to maintain a pending charge of discrimination, or file a future charge of discrimination, with any federal, state or local governmental agency relating to Executive’s employment with the Company and/or participate in any proceeding relating to any action or Executive’s employment, whether brought by an agency or by another on Executive’s behalf, Executive expressly waives by this February 28, 2014 Release the right to recover monetary damages and any other relief personal to Executive if such charge, lawsuit or action is pursued. Notwithstanding this provision, Executive may bring a claim against the Company to enforce this February 28, 2014 Release or to challenge the validity of this February 28, 2014 Release under ADEA.
(c) While the Released Parties do not intend to release by Employee and discharge any claims or causes of action against Executive under this February 28, 2014 Release, the Released Parties acknowledge that they were not aware of any claims for wrongful discharge or breach causes of contract under the Severance Plan, action or demands of any other statutory, common law, tort or contract claim that Employee had, has or may have against kind which any of the Released Parties. This release covers both claims that Employee knows about Parties could assert against Executive based on Executive’s acts or omissions occurring up to and those that Employee may not know about. Notwithstanding including the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or date of the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Complete Release. In exchange for On behalf of yourself and your heirs and assigns, you hereby completely release the consideration set forth hereinCompany, Employee hereby knowingly and voluntarily releases the Company’s, affiliates, divisions, subsidiaries, predecessors, shareholders, partners, officers, directors, employees, attorneys and forever discharges NII agents (collectively, the “Releasees”) from any and all claims and from any related companiesand all causes of action of any kind or character, whether known or unknown, which you may have or may claim to have against the Releasees, or any of them, including, without limitationbut not limited to, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action claims or causes of action Employee had, has or may have against any arising out of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s your employment with NII or the Company, the termination of that such employment, or any actions or omissions occurring prior to or during such employment. This includes includes, but is not limited to a release to, any claims arising out of any rights contract, express or implied, any tort (whether intentional or negligent, including claims Employee may have under arising out of the negligence or gross negligence of any of the Releasees), and any federal, state, local, or other governmental statute, regulation, or ordinance, including without limitation, the Texas Labor Code, Chapter 21; Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sexas amended; the Civil Rights Act of 1991; the Americans with Disabilities Act; the Equal Pay Act, which prohibits paying men as amended; the Worker Adjustment and women unequal pay for equal workRetraining Notification Act; the Employee Retirement Income Security Act, as amended; the Family Care and Medical Leave Act; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmentAct; the Americans with Disabilities Fair Labor Standards Act; and any state law regarding fair employment practices, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee payment of any claims for wrongful discharge or breach of contract under the Severance Planwages, or any other statutorylaw affecting the employment relationship. By entering into this agreement, common law, tort neither you nor the Company admit any liability or contract claim wrongdoing. You agree that Employee had, has or you are not releasing any claims you may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation Age Discrimination in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights Employment Act that may not be released as a matter of law; (5) any claims solely relating the validity of arise after this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release agreement is a general release and that by signing this Agreement, he is signing and agreeing to this releaseexecuted.
Appears in 1 contract
Complete Release. In exchange Officer, for Officer and Officer’s predecessors, successors, assigns, and heirs, hereby discharges and releases Company and, as applicable, each of the consideration set forth hereinCompany’s predecessors, Employee hereby knowingly and voluntarily releases and forever discharges NII and any related companiesrepresentatives, including, without limitation, their affiliates, the Company’s present or former and current employees, officers, agents, directors, shareholdersemployees, investorsstockholders, attorneysaffiliates, insurers, successors and assigns or any of them (the “Released Parties”) assigns, from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands Officer may have based upon or relating to Employeeon Officer’s employment with NII Company or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee Officer may have under Title VII based on any facts or events, whether known or unknown by the Officer that occurred on or before the effective date of this Agreement or events that are contemplated by this Agreement, including, without limitation, a release of any rights or claims Officer may have based on (i) the following United States laws: the Civil Rights Act Acts of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal workas amended; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmentas amended; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individualsAct of 1990; the Virginia Human Rights ActRehabilitation Act of 1973; the Equal Pay Act of 1 Provisions of Agreement should be modified to comply with legal requirements and customs under non-U.S. law. 1963; or the Employee Retirement Income Security Act of 1974, which is a state statue prohibiting, among other thingsas amended; (ii) applicable laws of the states of the United States concerning wages, employment and discharge; (iii) applicable laws of Poland and the European Union concerning wages, discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationand discharge; (iv) claims arising out of any legal restrictions of the right to terminate Officer such as wrongful or unlawful discharge or related causes of action; (v) defamation, invasion of privacy, intentional or negligent infliction of emotional distress or any other federaltortious conduct; and/or (vi) violations of any contract or promise express or implied, state or local laws or regulations prohibiting employment discrimination. This also includes specifically including, but is not limited to a release by Employee the Employment Agreement. No reference to the aforementioned causes of any action or claims for wrongful discharge or breach is intended to limit the scope of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know aboutthis Agreement. Notwithstanding the foregoing, neither party is releasing the Officer does not hereby release any right rights or claims with respect to enforce this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in enforcement of this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under period following the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity effective date of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Employment Agreement (Central European Distribution Corp)
Complete Release. In exchange for (a) As a material inducement to the consideration set forth hereinCompany to enter into this Agreement, Employee and per the terms of paragraph 9(a) of the Employment Agreement, the Executive hereby knowingly and voluntarily forever releases and forever discharges NII the Company, its subsidiaries, owners, affiliates, divisions, stockholders, directors, officers, members, agents, current and any former employees, attorneys, related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneyspredecessors, successors and assigns or any of them (the “collectively "Released Parties”) "), and each of them, of and from any and all liabilitiescharges, complaints, claims, demandsor liabilities (including attorneys" fees and costs actually incurred) of any nature whatsoever, rights of action known or causes of action Employee hadunknown, has suspected or may have against any of the Released Partiesunsuspected, including including, but not limited to to, rights arising out of alleged violations of any claims contracts, express or demands based upon implied, or relating to Employee’s employment with NII any state law tort claim, or the termination of that employment. This includes any federal, state, or other governmental statute, regulation, or ordinance, including, but is not limited to a release of any rights or to, claims Employee may have under Title VII of the Civil Rights Act of 19641964 or the Age Discrimination in Employment Act, 29 U.S.C. (S)(S) 621-634, which prohibits discrimination in employment based on raceExecutive now has or claims to have, coloror which Executive at any time heretofore had or claimed to have, national originor which Executive at any time hereinafter may have or claim to have, religion against each or sexany of the Released Parties; the Equal Pay Actprovided, which prohibits paying men and women unequal pay for equal work; however, Executive specifically does not release any rights under the Age Discrimination in Employment Act arising after the Effective Date of 1967this Agreement, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing: (1) or any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided which Executive is precluded from waiving by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter operation of law; (5) any claims solely relating . Executive further acknowledges that Executive has reviewed and understood the validity chart on page 7 of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing listing those Company executives (by job title and agreeing age) terminated and not terminated as a result of the Company's restructuring.
(b) The Company hereby forever releases and discharges Executive of and from any and all charges, complaints, claims, or liabilities (including attorneys" fees and costs actually incurred) of any nature whatsoever, of which the Company's executive officers, or any of them, has actual knowledge as of the date of this Agreement, including, but not limited to, rights arising out of alleged violations of any contracts, express or implied, or any state law tort claim, or any federal, state, or other governmental statute, regulation, or ordinance, which the Company now has or claims to have, or which the Company at any time heretofore had or claimed to have against Executive; provided, however, that the Company specifically does not release any charges, complaints, claims or liabilities (including attorneys' fees and costs actually incurred) of any nature whatsoever of which the Company's executive officers, or any of them, did not have actual knowledge as of the date of this releaseAgreement.
Appears in 1 contract
Complete Release. In exchange for Executive hereby fully releases Dell and all of its owners, partners, shareholders, predecessors, successors, assigns, agents, directors, officers, employees, representatives, attorneys, subsidiaries, joint ventures, and affiliates (and agents, directors, officers, employees, representatives, and attorneys of such subsidiaries and affiliates) (collectively, "Released Parties"), from any and all known or unknown claims or demands he may have against any of them. Executive expressly waives any and all claims, whether asserted on an individual or class action basis, against the consideration set forth hereinReleased Parties including but not limited to all claims arising out of any contract, Employee hereby knowingly express or implied, and voluntarily releases whether executory or not, any covenant of good faith and forever discharges NII fair dealing, express or implied, any tort (whether intentional or negligent, including claims arising out of the negligence or gross negligence by the Released Parties and claims of express or implied defamation by the Released Parties), and any related companiesfederal, state, or other governmental statute, regulation, or ordinance, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or those relating to Employee’s qui tam, employment with NII or the discrimination, termination of that employment. This includes but is not limited to a release , payment of any rights wages or claims Employee may have under provision of benefits, Title VII of the Civil Rights Act of 19641964 as amended, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Civil Rights Act of 19671991, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Genetic Information Nondiscrimination Act, which is a state statue prohibitingthe Employee Retirement Income Security Act, among other thingsthe Family and Medical Leave Act, employment discrimination; the Fairfax County Human Fair Labor Standards Act, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act (“OWBPA”), the Uniformed Services Employment and Reemployment Rights OrdinanceAct (“USERRA”), which is a local ordinance prohibitingthe Worker Adjustment and Retraining Notification (“WARN”) Act, among other thingsthe Consolidated Omnibus Budget Reconciliation Act (“COBRA”), employment discrimination; or and the Occupational Safety and Health Act. Executive further releases any and all claims that he may have under State law and any other federal, state or local laws or regulations prohibiting employment discriminationclaim under Federal law. This also includes but is Executive represents that he has not limited assigned to a release by Employee of any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against person any of such claims and that he has the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any full right to enforce grant this release. Nothing in this Agreement, and Employee is not releasing: including the Limit on Disclosures or Release of Claims, restricts or prohibits Executive from communicating with, providing testimony before, providing confidential information to, or filing or cooperating in a claim or investigation directly with a self-regulatory authority or government agency or entity (1) any claims for payments and benefits as set forth in this Agreement or without the Second Separation Agreement; (2) any vested qualified retirement benefits under NIIneed to seek Dell’s ERISA plan (although it does include a release of all claims to benefits under the Severance Planprior approval); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with including the U.S. Equal Employment Opportunity Commission, the Department of Labor, the National Labor Relations Board, the Department of Justice, the Securities and Exchange Commission, the Congress, and any agency Inspector General (collectively, the “Regulators”), or from making other disclosures that are protected under the whistleblower provisions of state or federal law or regulation or receiving an award from any Regulator that provides awards for providing information. However, to the maximum extent permitted by law, Executive is waiving Executive’s right to receive any individual monetary relief from the Released Parties resulting from such claims. Notwithstanding any other provision herein, Dell and Executive agree that Executive is not waiving: (a) any claims that may arise in the future under the Age Discrimination in Employment Act; (b) any claim for benefits under any 401(k) retirement plan or employee health plan sponsored by Dell, EMC Corp. or their affiliates; (7c) any claims for base pay in connection with Executive’s continued employment through the Separation Date; (d) any claims to the vested portions of any equity plans in which the Executive is a participant; (e) any claims to enforce the terms of this Agreement; (f) any rights to indemnification pursuant to NII’s which Executive may have against Dell; or (g) any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such other claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releasenot waivable under law.
Appears in 1 contract
Complete Release. In exchange ▇▇▇▇▇ does hereby, and for the consideration set forth hereinhis heirs, Employee hereby knowingly representatives, successors, and voluntarily releases assigns, release, acquit, and forever discharges NII discharge the Company and any related companiesthe Company's owners, includingstockholders, without limitationpredecessors, their affiliatessuccessors, former and current employees, officersassigns, agents, directors, shareholdersofficers, investorsemployees, representatives, attorneys, successors subsidiaries, affiliates (and assigns agents, directors, officers, employees, representatives and attorneys of such subsidiaries and affiliates) and all persons acting by, through, under or in concert with any of them (the “Released Parties”) them, from any and all liabilitiescharges, complaints, claims, liabilities, obligations, promises, agreements, controversies, costs, losses, debts, expenses, damages, actions, causes of action, suits, rights, and demands, rights of action any nature whatsoever, known or causes unknown, suspected or unsuspected, from the beginning of action Employee had, has time to the date of execution hereof (hereinafter "Claim" or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment"Claims"). This release of Claims includes but is not limited to a release of any rights or claims Employee ▇▇▇▇▇ may have under the Age Discrimination in Employment Act of 1967, as amended, which prohibits age discrimination in employment; Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on the basis of race, color, religion, creed, national origin, religion origin or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federallocal, state state, or local laws federal law or regulations regulation, including, but not limited to, such local, state, or federal law or regulation prohibiting employment discrimination. This release of Claims also includes but is not limited to a release by Employee ▇▇▇▇▇ of any claims for wrongful discharge termination of employment, intentional or breach negligent infliction of contract under the Severance Planemotional distress, fraud, or any other statutoryclaims based upon any local, state, or federal common law, tort statute, or contract claim that other basis for liability, except for claims under the California Workers Compensation Act, the California Unemployment Insurance Compensation Act, the Occupational Safety and Health Act, Social Security, the Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this AgreementRetirement Income Security Act, and Employee is not releasing: (1) any other claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may which cannot be released waived as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; law or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015public policy. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.Initial /s/ GEC______ Date 12/8/2004_____
Appears in 1 contract
Sources: Settlement Agreement (21st Century Insurance Group)
Complete Release. In exchange for the consideration set forth herein, Employee hereby knowingly and voluntarily releases and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII NII, for or by reason of any cause, matter, thing, occurrence, or event whatsoever from the termination date of Employee’s birth to the date that employmentEmployee has signed this Agreement. This includes but is not limited to a release of any rights or claims Employee may have under Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any claims for wrongful discharge or discharge, breach of contract contract, under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is not releasing any future claims arising after Employee signs this Agreement. Further, Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (32) the right to continuation in NII’s medical plans as provided by COBRA; (43) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (54) any claims solely relating to the validity of this general release under the ADEA, as amended; (65) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission, the Occupational Safety and Health Act, the Securities and Exchange Commission or any other federal, state or local governmental agency or commission (“Government Agencies”); or (76) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015Parties. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such released claims by Employee for money damages. However, Employee understands that this Agreement does not limit Employee’s ability to communicate with any Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency. This Agreement does not limit Employee’s right to receive an award for information provided to any Government Agencies. Nothing contained in this Agreement shall limit or restrict the Employee’s ability or right to report securities law violations to the Securities and Exchange Commission and other federal agencies without NII’s prior approval and without having to forfeit any resulting whistleblower award, if applicable. Employee represents and warrants that Employee has no knowledge of any improper or illegal actions, misstatements or omissions by NII, is not aware of any facts or evidence that could give rise to such a claim, nor does Employee know of any basis on which any third party or governmental entity could assert such a claim. Employee further represents and warrants that he has fulfilled Employee’s duties to NII to the best of Employee’s abilities and in a reasonable and prudent manner, and that Employee has not knowingly engaged, directly or indirectly, in any actions or omissions that could be perceived as improper or unlawful, nor has Employee failed to report any such actions or omissions to NII. Employee further represents and warrants that he has been paid all compensation due and owing from NII as a result of Employee’s work, that he has received all rights to which Employee is entitled under the Family and Medical Leave Act, and that he is not suffering from any undisclosed illness or injury that would be compensable under NII’s workers’ compensation insurance. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this release.
Appears in 1 contract
Sources: Retention and Severance Agreement (Nii Holdings Inc)
Complete Release. In exchange consideration of the promises contained herein and in the attached Memorandum of Agreement which is incorporated herein by reference, and for other good and valuable consideration the consideration set forth hereinreceipt of which is hereby acknowledged, Employee M▇. ▇▇▇▇▇▇▇ does hereby knowingly acknowledge full and voluntarily releases complete satisfaction of and forever discharges NII does hereby agree to release, absolve and any discharge Northrop Grumman, its subsidiaries, affiliated and related companies, includingpast, without limitationpresent and future, and each of them, as well as its and their affiliates, former and current employees, officers, agents, directors, shareholdersand agents (collectively referred to hereafter as "Releases"), investorspast and present, attorneysand each of them, successors and assigns or any of them (the “Released Parties”) from all liabilitiesclaims, claimscauses of action, demands, rights of action damages or causes of action Employee had, has or costs he may have against any Releasees on behalf of the Released Parties, including but not limited to any claims himself or demands based upon others arising out of or relating to Employee’s his employment with NII Northrop Grumman or the termination of that such employment. .
2.1 This includes waiver and release includes, but is not limited to a release to, any rights, claims, causes of any rights action, demands, damages or claims Employee may have costs arising under the Age Discrimination in Employment Act, which prohibits discrimination in employment based on age; Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, religion, sex or national origin, religion or sex; the Equal Pay California Fair Employment and Housing Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmentemployment based on race, color, religion, sex, national origin, ancestry, physical handicap, medical condition, marital status or age; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, in employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationbased on disability; or any other federal, state or local laws or regulations prohibiting employment discriminationdiscrimination or retaliation whether such claim be based upon an action filed by M▇. ▇▇▇▇▇▇▇ or by a governmental agency.
2.2 This waiver and release also includes includes, but is not limited to, any rights, claims, causes of action, demands, damages or costs arising under or in relation to a release by Employee of any claims for wrongful discharge or breach of contract under the Severance PlanNorthrop Grumman's employee handbook and personnel policies, or any other statutoryoral or written representations or statements made by officers, common lawdirectors, tort lawyers, employees or contract agents of Northrop Grumman, past and present, and each of them, or under any state or federal law regulating wage, hours, compensation or employment, or any claim that Employee hadfor severance benefits under any Company severance plan, has or may have against any claim for retaliation, wrongful discharge, breach of contract, breach of the Released Parties. implied covenant of good faith and fair dealing, intentional or negligent infliction of emotional distress, intentional or negligent misrepresentation, or defamation.
2.3 This waiver and release also includes, but is not limited to, any rights, claims, causes of action, demands or costs arising under the federal False Claims Act.
2.4 This release covers both claims that Employee M▇. ▇▇▇▇▇▇▇ knows about and those that Employee he may not know about. M▇. ▇▇▇▇▇▇▇ hereby specifically waives and relinquishes all rights and benefits provided by Section 1542 of the Civil Code of the State of California, and does so understanding and acknowledging the significance of this specific waiver of Section 1542. Section 1542 of the Civil Code of the State of California states as follows: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor."
2.5 Notwithstanding the foregoingprovisions of Section 1542 and for the purpose of implementing a full and complete release, neither party M▇. ▇▇▇▇▇▇▇ expressly acknowledges that this Agreement is releasing any right intended to enforce this include all claims which he does not know or suspect to exist in his favor at the time of his signature of the Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as extinguish any such claims.
2.6 Notwithstanding anything to the exclusive remedy and full settlement of all such contrary herein, this Agreement does not waive or release:
(i) any rights or claims by Employee for money damageswhich M▇. Employee hereby acknowledges and agrees that this release is a general release and that by signing ▇▇▇▇▇▇▇ may have under the Age Discrimination in Employment Act which arise after the date he signs this Agreement; (ii) any rights or claims which M▇. ▇▇▇▇▇▇▇ may have for employee benefits pursuant to the terms of any of Northrop Grumman's retirement plans, he is signing and agreeing to the Northrop Grumman Savings Plan, or any Northrop Grumman employee welfare benefit plan providing medical, surgical or hospital benefits; or (iii) any rights or claims M▇. ▇▇▇▇▇▇▇ may have for breach of this releaseAgreement.
Appears in 1 contract
Complete Release. In exchange Officer, for the consideration set forth hereinOfficer and Officer’s predecessors, Employee successors, assigns, and heirs, hereby knowingly and voluntarily releases and forever discharges NII and releases the Company and each of its predecessors and representatives, along with each of its present or former officers, directors, employees, employee benefit plans, stockholders, affiliates, insurers, successors and assigns from all rights, claims and demands Officer may have based on or related to Officer’s employment or termination of employment with the Company or that the Officer had, now has, or may hereafter claim to have based on any facts or events related companiesto Officer’s employment of termination thereof, whether known or unknown by Officer that occurred on or before the date Officer signs this Agreement, including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employment. This includes but is not limited to a release of any rights or claims Employee the Officer may have under Title VII of based on (i) the following United States laws: the Civil Rights Act Acts of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal workas amended; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmentas amended; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individualsAct of 1990; the Virginia Human Rights ActRehabilitation Act of 1973; the Equal Pay Act of 1963; and the Employee Retirement Income Security Act of 1974, which is a state statue prohibiting, among other thingsas amended; (ii) applicable laws of the states of the United States concerning wages, employment and discharge; (iii) applicable laws of Poland and the European Union concerning wages, discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationand discharge; (iv) claims arising out of any legal restrictions of the right to terminate Officer, such as wrongful or unlawful discharge or related causes of action; (v) defamation, invasion of privacy, intentional or negligent infliction of emotional distress or any other federaltortious conduct; and/or (vi) violations of any contract or promise, state express or local laws or regulations prohibiting employment discrimination. This also includes implied, specifically including, but is not limited to, the Employment Agreement (as defined in the Separation Agreement). No reference to a release by Employee the aforementioned causes of any action or claims for wrongful discharge or breach is intended to limit the scope of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know aboutthis Agreement. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is the Officer does not releasing: hereby release (1i) any rights, claims for payments and benefits as set forth in or demands with respect to the period following the effective date of this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7ii) any rights to indemnification pursuant to NIIOfficer may have under the Company’s or any successor companythe Subsidiary’s Certificate charter documents or state corporate law for indemnification for third-party claims alleging actions or inactions by Officer as an employee, officer or agent of Incorporation, Delaware General Corporation Law the Company or the Director and Officer Subsidiary, (iii) any obligation of the Company arising under the Indemnification Agreement between the Parties Agreement, dated as of June 26, 2015. If a government agency were to pursue 2012, by the Company in favor of Officer or arising under the Interim Employment Agreement or (iv) any matters that are released herein, Employee agrees that this rights under the Current Agreement will control as or benefits accrued while employed by the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseSubsidiary pursuant thereto.
Appears in 1 contract
Sources: Interim Employment Agreement (Central European Distribution Corp)
Complete Release. 2.1 In exchange for the consideration set forth hereinSettlement described in the FIRST Paragraph, Employee hereby knowingly and voluntarily releases and releases, covenants not to sue ▇▇▇ forever discharges NII the Company, its past and present affiliate and subsidiary companies, its and their past and present directors, officers, employees and agents and benefit programs (and the trustees, administrators, fiduciaries and insurers of such programs) and any related companiesother persons acting by, through, under or in concert with any of the persons or entities listed above, from any and all claims or rights Employee may have (or which may arise before this Agreement becomes effective), including, without limitation, their affiliates, former and current employees, officers, agents, directors, shareholders, investors, attorneys, successors and assigns or any of them (the “Released Parties”) from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any to, claims or demands based upon or relating to on Employee’s 's employment with NII or the termination of that employment. This includes includes, but is not limited to to, a release of any claims or rights or claims Employee may have under the federal Age Discrimination in Employment Act of 1967, as amended, which prohibits age discrimination in employment; Title VII of the Civil Rights Act of 1964, as amended, and the Civil Rights Act of 1991, which prohibits prohibit discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment The Americans With Disabilities Act of 1967, the (“ADEA”) which prohibits age discrimination in employment; the Americans with Disabilities Act1990, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationdisabled; or any and all other federal, state or local laws or regulations or ordinances prohibiting employment discrimination. This Employee also includes but is not limited to a release by Employee of releases any claims for wrongful discharge or discharge, for breach of an express or implied employment contract under the Severance Planor personal injuries arising therefrom, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Partiesif any. This release Agreement covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and Employee is but does not releasing: (1) release any claims for payments and benefits as set forth which arise after this Agreement becomes effective. Employee represents that he has not filed or caused to be filed a lawsuit asserting any claims that are released in this Paragraph. Further, Employee agrees not to pursue any charges or claims or commence any actions of any kind with any local, state or federal agency or state or federal court pertaining to claims that are released in this Paragraph. Excluded from this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does include a release of all are claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may which cannot be released as a matter of waived by law; (5) any claims solely relating , including, but not limited to, the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with or participate in an investigation with the U.S. Equal Employment Opportunity Commission; EEOC. Employee is waiving, however, his right to any monetary recovery or (7) any rights to indemnification pursuant to NII’s relief should the EEOC or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government other agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseon his behalf.
Appears in 1 contract
Sources: Settlement Agreement (Union Pacific Resources Group Inc)
Complete Release. In exchange for This release shall be effective on Employee’s Termination Date. Employee understands that all or part of his job duties may be assigned to another person or persons who are less than forty years old or younger than Employee. Employee agrees to release the consideration set forth hereinCompany, Employee hereby knowingly any company that is or was directly or indirectly the parent or subsidiary of, related to or affiliated with the Company, any Company benefit plans and voluntarily releases and forever discharges NII and any related companies, including, without limitation, their affiliates, former and current the employees, officersadministrators, fiduciaries, agents, directorsofficers and directors of any of them, shareholders, investors, attorneysand any predecessors, successors and assigns or any of them (the “Released Parties”) assigns, from all liabilities, claims, demands, rights of action or causes of action Employee had, has or may have against any of the Released Parties, including but not limited to any claims or demands based upon Employee may have arising out of or relating to Employee’s employment with NII the Company or the termination of that employment. This includes includes, but is not limited to to, a release of any rights or claims Employee may have under the Age Discrimination in Employment Act, which prohibits age discrimination in employment; Title VII of the Civil Rights Act of 1964, which prohibits discrimination in employment based on race, color, national origin, religion or sex; the Equal Pay Act, which prohibits paying men and women unequal pay for equal work; the Age Discrimination in Employment Act of 1967, the (“ADEA”) which prohibits age discrimination in employmentFamily Medical Leave Act; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individualsbased upon disability; the Virginia Human Rights Fair Labor Standards Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discriminationWorker Adjustment and Retraining Notification Act; the Employee Retirement Income Security Act of 1974 or any other federal, state or local laws laws, regulations or regulations prohibiting employment discriminationorders. This also includes includes, but is not limited to to, a release by Employee of any contractual or tort claims or other claims arising under common law including, but not limited to, any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Partiesdischarge. This release covers both claims that Employee knows about and those that Employee he may not know aboutabout but does not release future claims pursuant to ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇-▇▇▇▇▇▇▇ of Future Claims. Notwithstanding This release, however, does not preclude Employee from enforcing the foregoing, neither party is releasing any right to enforce terms of this Agreement, and Employee is not releasing: (1) any claims for payments and benefits as set forth in . Nor does this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NII’s ERISA plan (although it does release include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided by COBRA; (4) any claims for unemployment compensation or workers pension benefits, workers’ compensation benefits or other rights vested benefit for which Employee may be eligible under the terms of applicable Company benefit plans. Employee agrees and intends that may not the foregoing release shall be released construed in the broadest sense possible and shall be effective as a matter prohibition to all claims, charges, actions, suits, demands, obligations, damages, injuries, liabilities, losses, and causes of law; (5) any action of every character, nature, kind or description, known or unknown, and suspected or unsuspected that Employee may have against the Company and its agents, successors, assignees and representatives but does not release future claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate ▇▇▇▇▇▇▇▇▇ ▇, ▇▇▇-▇▇▇▇▇▇▇ of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseFuture Claims.
Appears in 1 contract
Sources: Separation Agreement (Exelis Inc.)
Complete Release. In exchange for the consideration set forth herein, Employee hereby knowingly and voluntarily releases and forever discharges NII Company and any related affiliated companies, including, without limitation, their affiliates, former and current along with the employees, officerspartners, agents, directors, shareholdersofficers, investorscontractors, attorneys, successors and assigns or attorneys of any of them (the “Released PartiesReleasees”) ), from any and all liabilities, claims, claims or demands, rights of action whether known or causes of action unknown, and whether asserted on an individual or class basis, which Employee had, has may have or may claim to have against any of the Released Parties, including but not limited to any claims or demands based upon or relating to Employee’s employment with NII or the termination of that employmentthem. This complete release of all claims includes but is not limited to a complete release of any rights or claims (including claims for attorneys’ fees) Employee may have under or claim to have based on Employee’s employment with Company or the termination of that employment, as well as any claims arising out of any contract, express or implied, any covenant of good faith and fair dealing, express or implied, any tort (including negligence by Company or anyone else), and any federal, state or other governmental statute, regulation or ordinance relating to employment, employment discrimination, or the payment of wages or benefits including, without limitation, those relating to qui tam, employment discrimination, termination of employment, payment of wages or provision of benefits, Title VII of the Civil Rights Act of 19641964 as amended, which prohibits discrimination in employment based on racethe Civil Rights Act of 1991, colorthe Americans with Disabilities Act as amended, national origin, religion or sex; the Equal Pay Employee Retirement Income Security Act, which prohibits paying men the Family and women unequal pay for equal work; Medical Leave Act, the Fair Labor Standards Act, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act (“OWBPA”), the Worker Adjustment and Retraining Notification (“WARN”) Act, the Consolidated Omnibus Budget Reconciliation Act (“COBRA”), and the Occupational Safety and Health Act. Employee represents that Employee has not assigned to any other person any of such claims and that Employee has the full right to grant this release. Notwithstanding any other provision herein, Employee is not waiving any claims that may arise under the Age Discrimination in Employment Act of 1967after this Agreement is executed, the (“ADEA”) which prohibits age discrimination any future claims based on Company’s obligations and agreements set forth in employment; the Americans with Disabilities Act, which prohibits discrimination against otherwise qualified disabled individuals; the Virginia Human Rights Act, which is a state statue prohibiting, among other things, employment discrimination; the Fairfax County Human Rights Ordinance, which is a local ordinance prohibiting, among other things, employment discrimination; or any other federal, state or local laws or regulations prohibiting employment discrimination. This also includes but is not limited to a release by Employee of any claims for wrongful discharge or breach of contract under the Severance Plan, or any other statutory, common law, tort or contract claim that Employee had, has or may have against any of the Released Parties. This release covers both claims that Employee knows about and those that Employee may not know about. Notwithstanding the foregoing, neither party is releasing any right to enforce this Agreement, and vested rights in any stock or benefit plan. Further, Employee is does not releasing: (1) any claims for payments release his right to be defended and benefits indemnified, to the extent required by the Indemnity Agreement dated June 12, 2014 and attached as set forth Exhibit B. Further, nothing in this Agreement or the Second Separation Agreement; (2) any vested qualified retirement benefits under NIIagreement restricts Employee’s ERISA plan (although it does include a release of all claims to benefits under the Severance Plan); (3) the right to continuation in NII’s medical plans as provided assert a claim for a defense, reimbursement, or indemnity under any policies of Directors and Officers Liability Insurance maintained by COBRA; (4) any claims for unemployment compensation or workers compensation benefits or other rights that may not be released as a matter of law; (5) any claims solely relating the validity of this general release under the ADEA, as amended; (6) any non-waiveable right to file a charge with the U.S. Equal Employment Opportunity Commission; or (7) any rights to indemnification pursuant to NII’s or any successor company’s Certificate of Incorporation, Delaware General Corporation Law or the Director and Officer Indemnification Agreement between the Parties dated as of June 26, 2015. If a government agency were to pursue any matters that are released herein, Employee agrees that this Agreement will control as the exclusive remedy and full settlement of all such claims by Employee for money damages. Employee hereby acknowledges and agrees that this release is a general release and that by signing this Agreement, he is signing and agreeing to this releaseCompany.
Appears in 1 contract