General Release by the Company. Except as set forth in the last paragraph of this Section 4, the Company agrees, on behalf of itself and all of its parent companies, subsidiaries, affiliates, predecessors and successors, to release Executive and his heirs (collectively, the “Executive Released Parties”), from any and all claims for relief of any kind, whether known to it or unknown, which in any way arise out of or relate to Executive’s employment at the Company any of the other Company Released Parties, the separation of Executive’s employment at the Company or any of the other Company Released Parties, or any agreements between the Company or any of the other Company Released Parties and Executive, including but not limited to the Employment Agreement, and concerning any facts or events occurring at any time up to the Effective Date. This settlement and waiver includes all claims, whether for breach of contract, quasi-contract, implied contract, quantum meruit, unjust enrichment, any tort claims, including without limitation fraud, misrepresentation, breach of fiduciary duty, and any and all claims under any applicable law. Except as set forth in the last paragraph of this Section 4, the Company further agrees not to file a suit of any kind against Executive or any of the other Executive Released Parties relating to Executive’s employment at the Company, the separation thereof, any agreements between the Company or any of the other Company Released Parties and Executive, including but not limited to the Employment Agreement, or to participate voluntarily in any employment-related claim brought by any other party against Executive or any of the other Executive Released Parties. Except as set forth in the last paragraph of this Section 4, even if a court rules that the Company may file a lawsuit against Executive or any of the other Executive Released Parties arising from Executive’s employment at the Company or any of the other Company Released Parties, or the separation thereof, the Company agrees not to accept any money damages or any other relief in connection with any such lawsuit. The Company understands that this Agreement effectively waives any right it might have to xxx Executive or any of the other Executive Released Parties for any claim arising out of Executive’s employment at the Company or any of the other Company Released Parties, any agreements between the Company or the other Company Released Parties and Executive, including but not limited to the Employment Agreement, t...
General Release by the Company. The Company settles, releases, and waives any and all claims it has or may have against you for any act or omission that has occurred up through the date of execution of this General Release, including but not limited to any relating to or arising out of your employment with the Company or your service as an officer or director of the Company, or in any other capacity with the Company. This is a release of all claims, whether based on contract, tort, federal, state, or local statute or regulation or upon any other theory. It is further a release of all claims for relief, including but not limited to all claims for compensatory, punitive, liquidated, and all other damages, penalties, attorneys’ fees, costs or disbursements and all other equitable and legal relief that could be awarded in connection with these or any other claims. It is a further condition of the consideration hereof and is the Company’s intention in executing this General Release that the same will be effective as a bar as to each and every claim, demand and cause of action herein above specified. The Company acknowledges that it may hereafter discover claims or facts in addition to or different from those which it now knows or believes to exist with respect to the subject matter of this General Release and which, if known or suspected at the time of executing this General Release, may have materially affected this settlement. Nevertheless, the Company hereby waives any right, claim or cause of action that might arise as a result of such different or additional claims or facts. The Company acknowledges that it understands the significance and consequence of such release and specific waiver. The Company does not waive any claims that it may have that arise out of facts or events that occur after the date on which it signs this General Release, including specifically claims for breach of your post termination obligations under your Amended Employment Agreement and the Amended Change-In Control Agreement.
General Release by the Company. Except for the “Excluded Executive Obligations” (defined in Section 5 below), the Company, on behalf of the Parent and the Bank and on behalf of their respective subsidiaries and affiliates, and their respective successors and assigns, does hereby release and discharge Executive, together with his representatives, heirs, attorneys, successors and assigns (together, the “Executive Releasees”), from and with respect to any and all claims, agreements, obligations, demands, actions, and causes of actions (collectively, the “Executive Claims”) that the Company has against Executive as of the date of execution of this Release Agreement by the Company, but in each case only those Executive Claims against Executive with respect to which the Company has actual or constructive knowledge, all up through and including the date on which this Release Agreement is executed by the Company (collectively, the “Company Known Claims”).
General Release by the Company. The Company voluntarily and knowingly waives, releases, and discharges You from any and all claims, liabilities, demands, and causes of action of which the Company’s officers and directors were aware at the time it executed this Agreement that it may have or claim against You arising out of or related to any matter, event, fact, act, omission, cause or thing which existed, arose, or occurred prior to execution of this Agreement.
General Release by the Company. Except for the agreements, rights and obligations set forth in this Agreement, the Company, for itself, its officers, directors, shareholders, employees and agents, and any successors and assigns of any of the forgoing, hereby unconditionally and absolutely releases and forever discharges PureRay Holdings, PureRay and each of the Principals and each of their respective officers, directors, employees, agents, heirs, legal representatives, successors and assigns, from any and all manner of action and causes of action, suits, debts, dues, accounts, contracts, agreements, judgments, claims, liabilities and demands of any nature or kind whatsoever, whether in law or in equity, and whether known or unknown, which any of them ever had, now has or at any time hereafter may have against any of them based on facts or circumstances in existence on the Closing Date. No separate instrument shall be required to evidence the general release by the Company contained in this Section 3. The Company, for itself, its officers, directors, shareholders, employees and agents, and any successors and assigns of any of the forgoing, covenants that it will make no claim against PureRay Holdings, PureRay or any of the Principals, and any and all of their respective officers, directors, employees, agents, heirs, legal representatives, successors and assigns, directly or indirectly, arising out of any subject matter released and discharged in this Section 3, excepting only for breach of this Agreement.
General Release by the Company. In consideration of the agreements of Executive set forth in this Agreement, the Company, on behalf of itself and its Affiliates, voluntarily and knowingly releases and discharges Executive, his heirs, executors and parties in interest with him, from any and all claims, debts, suits or causes of action, known or unknown, based upon any fact, circumstance, or event occurring or existing at or prior to the Company’s execution of this Waiver and Release Agreement.
General Release by the Company. For and in consideration of the foregoing consideration (including, but not limited to, my releasing My Claims against NOG), NOG hereby releases and forever discharges me of and from all actions, causes of action, suits, debts, dues, sums of money, damages, judgments, executions, grievances, claims and demands whatsoever, in law or in equity, whether known or unknown, foreseen or unforeseen, under any claim arising under any federal, state, or local statute, ordinance, rule, constitution, regulation, order, or collective bargaining agreement, and all claims that were or could have been raised which NOG ever had or now has, up to and including the date of the execution of the Agreement by me.
General Release by the Company. With the exception of claims relating to intentional torts by Employee, defamation, or any intentional violation by Employee of federal, state or local laws, among which are laws which prohibit discrimination on the basis of race, color, national origin, religion, sex, age, disability and other protected traits, such as the Title VII of the Civil Rights Act of 1964 and the California Fair Employment and Housing Act, Company hereby fully and forever releases and discharges Employee and his heirs, successors and assigns from liability for claims, causes of action and obligations of every nature whatsoever, including, without limitation, claims of negligence and breach of contract. This Release covers claims, known or unknown, which are based upon any act, event or failure to act which occurred before the date on which this Agreement is signed and becomes effective. The Company expressly waives and relinquishes all rights and benefits afforded by Section 1542 of the Civil Code of the State of California, or any analogous state or federal law and does so understanding and acknowledging the significance of such 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 or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor.” Notwithstanding the provisions of Section 1542, and for the purpose of implementing a full and complete release, the parties expressly acknowledge that this Agreement is intended to include in its effect, without limitation, all claims which the Company does not know or suspect to exist at the time this Agreement is signed, and that this Agreement contemplates the extinguishment of any such claim or claims. The Company is not waiving any rights or claims that may arise after the date that it executes this Agreement.
General Release by the Company. Subject to the terms and conditions of this Agreement, the Company, its successors, assigns, subsidiaries, affiliates and each of their respective officers, directors, stockholders, employees, agents and attorneys, and each and all of them, agree to fully and forever release and discharge Executive, individually, and his successors, heirs and agents, and attorneys (collectively "Executive Releasees"), or any of them, from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, suits, rights, demands, costs, losses, debts and expenses (including whatsoever, known or unknown, suspected or unsuspected, ("Claim" or "Claims"), which the Company now has, owns or holds, or claims to have, own or hold, or which the Company at any time heretofore had, owned or held, or claims to have, own or had, or which the Company at any time hereinafter may have, own or hold, or claim to have, own or hold against each or any of the Executive Releasees. Notwithstanding the foregoing, the Company reserves all rights arising out of any breach by Executive of this Agreement, the Employment Agreement, the Indemnification Agreement, and any other agreement referenced herein as described in Paragraph 26 of the Employment Agreement, or as a result of any criminal or fraudulent misconduct by Executive.
General Release by the Company. The Company, on behalf of itself, subsidiaries and its predecessors, successors, current and former assigns, agents, officers, partners, members, directors, shareholders, employees, representatives, insurers, investors, attorneys, affiliates, and any other related entities; and all persons acting by, through, under, or in concert with any of them, voluntarily releases and discharges Armini and his spouse, heirs, children, successors, current and former agents, representatives, executors, beneficiaries, administrators, trustees, attorneys and assigns, from any and all charges, complaints, claims, liabilities, obligations, promises, agreements, causes of action, damages, losses, expenses, and debts of any nature whatsoever, known or unknown, which the Company has, claims to have, ever had, or ever claimed to have had against Armini, through the Effective Date, arising out of (a) Armini’s employment relationship with or service as an employee, officer or director of the Company or the termination of such relationship or service or (b) any event, condition, circumstance or obligation that occurred, existed or arose on or prior to the date the Company signs this Agreement; provided that this release of claims shall not (i) include or extend to any claim based upon, arising out of, or relating to any act or omission by Armini about which the Company did not know as of the date the Company signs this Agreement, but is discovered within one year from the date hereof; or (ii) include or extend to any shareholder derivative claims against Armini; or (iii) be construed to impair the Company’s right to enforce the terms of this Agreement.
