Common use of General Release of Claims by Executive Clause in Contracts

General Release of Claims by Executive. (a) As of the Effective Date, Executive, on behalf of himself and his executors, heirs, administrators, representatives and assigns, hereby releases and forever discharges the Company and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present investors, directors, shareholders, officers, general or limited partners, employees, attorneys, agents and representatives, and employee benefit plans in which Executive is or has been a participant by virtue of his employment with the Company, from any and all claims, debts, demands, accounts, judgments, rights, causes of action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law or equity, known or unknown, asserted or unasserted, suspected or unsuspected (collectively, “Claims”), which Executive has or may have had against such entities based on any events or circumstances arising or occurring on or prior to the date hereof or on or prior to the Final Resignation Date, arising directly or indirectly out of, relating to, or in any other way involving in any manner whatsoever Executive’s employment by the Company or the separation thereof, and any and all claims arising under federal, state, or local laws relating to employment, including without limitation claims of wrongful discharge, breach of express or implied contract, fraud, misrepresentation, defamation, or liability in tort, claims of any kind that may be brought in any court or administrative agency, any claims arising under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Older Workers Benefit Protection Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Family and Medical Leave Act, and similar state or local statutes, ordinances, and regulations; provided, however, that this release shall not apply to any right of indemnification provided to Executive by statute, charter or the Indemnification Agreement.

General Release of Claims by Executive. (a) As In consideration of the Effective Datecovenants from the Company to Executive set forth herein and in the Employment Agreement, the receipt and sufficiency of which is hereby acknowledged, Executive, on his behalf and on behalf of himself and his heirs, devisees, legatees, executors, heirs, administrators, personal and legal representatives, assigns and successors in interest (collectively, the "Derivative Claimants" and each a "Derivative Claimant"), hereby IRREVOCABLY, UNCONDITIONALLY AND GENERALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES, to the fullest extent permitted by law, the Company, PRG-Schultz International, Inc. ("Parent") and each of Parent's and xxx Xompany's directors, officers, employees, representatives, stockholders, predecessors, successors, assigns, agents, attorneys, divisions, subsidiaries and affiliates (and agents, directors, officers, employees, representatives and attorneys of such stockholders, predecessors, successors, assigns, hereby releases divisions, subsidiaries and forever discharges the Company and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities), and all persons acting by, through, under or in concert with any of their past them (collectively, the "Company Releasees" and present investorseach a "Company Releasee"), directors, shareholders, officers, general or limited partners, employees, attorneys, agents and representatives, and employee benefit plans in which Executive is or has been a participant by virtue any of his employment with the Companythem, from any and all charges, complaints, claims, debtsdamages, demands, accounts, judgments, rightsactions, causes of action, equitable reliefsuits, damagesrights, demands, grievances, costs, chargeslosses, complaintsdebts, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever expenses (including attorneys’ ' fees and costscosts incurred), whether in law or equityof any nature whatsoever, known or unknown, asserted that Executive now has, owns, or unassertedholds, suspected or unsuspected (collectivelyclaims to have, “Claims”)own, or hold, or which Executive has at any time heretofore had, owned, or may have had against such entities based on any events held, or circumstances arising claimed to have, own, or occurring on or prior hold from the beginning of time to the date hereof or on or prior to the Final Resignation Datethat Executive signs this Agreement, arising directly or indirectly out ofincluding, relating but not limited to, those claims arising out of or in relating to (i) any agreement, commitment, contract, mortgage, deed of trust, bond, indenture, lease, license, note, franchise, certificate, option, warrant, right or other instrument, document, obligation or arrangement, whether written or oral, or any other way relationship, involving in Executive and/or any manner whatsoever Executive’s employment by the Company or the separation thereofReleasee, and any and all claims arising under federal, state, or local laws relating to employment, including without limitation claims of wrongful discharge, (ii) breach of any express or implied contract, fraudbreach of implied covenant of good faith and fair dealing, misrepresentation, defamationinterference with contractual or business relations, personal injury, slander, libel, assault, battery, negligence, negligent or liability in tortintentional infliction of emotional distress or mental suffering, claims false imprisonment, wrongful termination, wrongful demotion, wrongful failure to promote, wrongful deprivation of any kind that may be brought in any court or administrative agencya career opportunity, discrimination (including disparate treatment and disparate impact), hostile work environment, sexual harassment, retaliation, any claims arising under Title request to submit to a drug or polygraph test, and/or whistleblowing, whether said claim(s) are brought pursuant to the AGE DISCRIMINATION IN EMPLOYMENT ACT (29 U.S.C. SECTIONS 621-634), TITLE VII of the Civil Rights Act of OF THE CIVIL RIGHTS ACT OF 1964, the Age Discrimination in Employment ActAS AMENDED, the Americans with Disabilities ActTHE EQUAL PAY ACT, the Older Workers Benefit Protection Act42 U.S.C. SECTIONS 1981, the Fair Labor Standards Act1983, the Employee Retirement Income Security ActOR 1985, the Family and Medical Leave ActTHE VOCATIONAL REHABILITATION ACT OF 1977, and similar THE AMERICANS WITH DISABILITIES ACT, THE FAMILY AND MEDICAL LEAVE ACT OR THE FAIR CREDIT REPORTING ACT or any other constitutional, federal, regulatory, state or local statuteslaw, ordinancesor under the common law or in equity, and regulations(iii) any other matter (each of which is referred to herein as a "Claim"); provided, however, that this nothing contained herein shall operate to release shall not apply any obligations of the Company, its successors or assigns arising under any claims under the Employment Agreement or under any written Company benefit plans, any 401(k) plan, any pension plan and any similar plan, to any right of indemnification provided the extent Executive is entitled to Executive by statute, charter or benefits under the Indemnification Agreementrespective terms thereof.

General Release of Claims by Executive. In consideration for and contingent upon the Executive’s receipt of the payments and benefits set forth in Paragraph 4, Sections (a) As of — (d) above, the Effective Date, Executive, on behalf of himself and for himself, his executorsattorneys, heirs, executors, administrators, representatives successors, and assigns, does hereby releases fully and forever discharges release and discharge the Company and all its past, current and future affiliated entities, as well as its and their predecessors, successors successors, assigns, and its and their respective parent corporationspast, affiliates, related, and/or subsidiary entities, current and all of their past and present investors, former directors, shareholders, officers, general or limited partners, agents, employees, attorneys, agents and representativesadministrators from all suits, and employee benefit plans causes of action, and/or claims, demands or entitlements of any nature whatsoever, whether known, unknown, or unforeseen, which the Executive has or may have against any of them arising out of or in which Executive is or has been a participant connection with his employment by virtue the Company, the Employment Agreement, the termination of his employment with the Company, from or any event, transaction, or matter occurring or existing on or before the date of his signing this General Release, except that the Executive is not releasing any claims arising under Section 7 of the Employment Agreement, any other right to indemnification that the Executive may otherwise have, or any claims arising after the date of his signing this General Release. The Executive agrees not to file or otherwise institute any claim, demand or lawsuit seeking damages or other relief and not to otherwise assert any claims, demands or entitlements that are released herein. The Executive further hereby irrevocably and unconditionally waives any and all rights to recover any relief or damages concerning the claims, debts, demands, accounts, judgments, rights, causes of action, equitable relief, damages, costs, charges, complaints, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility demands or entitlements that are released herein. The Executive represents and liability of every kind and character whatsoever (including attorneys’ fees and costs), whether in law warrants that he has not previously filed or equity, known or unknown, asserted or unasserted, suspected or unsuspected (collectively, “Claims”), which Executive has or may have had against such entities based on any events or circumstances arising or occurring on or prior to the date hereof or on or prior to the Final Resignation Date, arising directly or indirectly out of, relating to, or joined in any other way involving in any manner whatsoever Executive’s employment by such claims, demands or entitlements against the Company or the separation thereofother persons or entities released herein and that he will indemnify and hold them harmless from all liabilities, and claims, demands, costs, expenses and/or attorney’s fees incurred as a result of any and such claims, demands or lawsuits. This General Release specifically includes, but is not limited to, all claims arising under federal, state, or local laws relating to employment, including without limitation claims of wrongful discharge, breach of express or implied contract, fraud, misrepresentation, defamation, or liability in tort, claims of any kind that may be brought in any court or administrative agency, employment discrimination (including any claims arising under coming within the scope of Title VII of the Civil Rights Act of 1964Act, the Age Discrimination in Employment Act, the Americans with Disabilities Act, the Older Workers Benefit Protection Act, the Fair Labor Standards Equal Pay Act, the Employee Retirement Income Security Americans with Disabilities Act, the Family and Medical Leave Act, and similar all as amended, or any other applicable federal, state, or local law), claims under the Employee Retirement Income Security Act, as amended, claims under the Fair Labor Standards Act, as amended (or any other applicable federal, state or local statutesstatute relating to payment of wages), ordinanceswage orders, claims concerning recruitment, hiring, termination, salary rate, severance pay, stock options, wages or benefits due, sick leave, holiday pay, vacation pay, life insurance, group medical insurance, any other fringe benefits, worker’s compensation, termination, employment status, libel, slander, defamation, intentional or negligent misrepresentation and/or infliction of emotional distress, together with any and regulations; providedall tort, howevercontract, or other claims which might have been asserted by the Executive or on his behalf in any suit, charge of discrimination, or claim against the Company or the persons or entities released herein. The Executive and the Company acknowledge that different or additional facts may be discovered in addition to what the Executive and the Company now know or believe to be true with respect to the matters released in this General Release and the Executive and the Company agree that this General Release shall be and remain in effect in all respects as a complete and final release shall not apply to of the matters released, notwithstanding any right of indemnification provided to Executive by statute, charter different or the Indemnification Agreementadditional facts.

General Release of Claims by Executive. (a) As In consideration of the Effective Datecovenants from Company to Executive set forth herein and in the Employment Agreement and Change of Control Agreement, the receipt and sufficiency of which is hereby acknowledged, Executive, on his behalf and on behalf of himself and his heirs, devisees, legatees, executors, heirs, administrators, personal and legal representatives, assigns and successors in interest (collectively, the "Derivative Claimants" and each a "Derivative Claimant"), hereby IRREVOCABLY, UNCONDITIONALLY AND GENERALLY RELEASES, ACQUITS, AND FOREVER DISCHARGES, to the fullest extent permitted by law, the Company, PRG-Schultz International, Inc. ("Parent") and each of Parent's axx xxx Company's directors, officers, employees, representatives, stockholders, predecessors, successors, assigns, agents, attorneys, divisions, subsidiaries and affiliates (and agents, directors, officers, employees, representatives and attorneys of such stockholders, predecessors, successors, assigns, hereby releases divisions, subsidiaries and forever discharges the Company and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities), and all persons acting by, through, under or in concert with any of their past them (collectively, the "Company Releasees" and present investorseach a "Company Releasee"), directors, shareholders, officers, general or limited partners, employees, attorneys, agents and representatives, and employee benefit plans in which Executive is or has been a participant by virtue any of his employment with the Companythem, from any and all charges, complaints, claims, debtsdamages, demands, accounts, judgments, rightsactions, causes of action, equitable reliefsuits, damagesrights, demands, grievances, costs, chargeslosses, complaintsdebts, obligations, promises, agreements, controversies, suits, expenses, compensation, responsibility and liability of every kind and character whatsoever expenses (including attorneys’ ' fees and costscosts incurred), whether in law or equityof any nature whatsoever, known or unknown, asserted that Executive now has, owns, or unassertedholds, suspected or unsuspected (collectivelyclaims to have, “Claims”)own, or hold, or which Executive has at any time heretofore had, owned, or may have had against such entities based on any events held, or circumstances arising claimed to have, own, or occurring on or prior hold from the beginning of time to the date hereof or on or prior to the Final Resignation Datethat Executive signs this Agreement, arising directly or indirectly out ofincluding, relating but not limited to, those claims arising out of or in relating to (i) any agreement, commitment, contract, mortgage, deed of trust, bond, indenture, lease, license, note, franchise, certificate, option, warrant, right or other instrument, document, obligation or arrangement, whether written or oral, or any other way relationship, involving in Executive and/or any manner whatsoever Executive’s employment by the Company or the separation thereofReleasee, and any and all claims arising under federal, state, or local laws relating to employment, including without limitation claims of wrongful discharge, (ii) breach of any express or implied contract, fraudbreach of implied covenant of good faith and fair dealing, misrepresentation, defamationinterference with contractual or business relations, personal injury, slander, libel, assault, battery, negligence, negligent or liability in tortintentional infliction of emotional distress or mental suffering, claims false imprisonment, wrongful termination, wrongful demotion, wrongful failure to promote, wrongful deprivation of any kind that may be brought in any court or administrative agencya career opportunity, discrimination (including disparate treatment and disparate impact), hostile work environment, sexual harassment, retaliation, any claims arising under Title request to submit to a drug or polygraph test, and/or whistleblowing, whether said claim(s) are brought pursuant to the AGE DISCRIMINATION IN EMPLOYMENT ACT (29 U.S.C. SECTIONS 621-634), TITLE VII of the Civil Rights Act of OF THE CIVIL RIGHTS ACT OF 1964, the Age Discrimination in Employment ActAS AMENDED, the Americans with Disabilities ActTHE EQUAL PAY ACT, the Older Workers Benefit Protection Act42 U.S.C. SECTIONS 1981, the Fair Labor Standards Act1983, the Employee Retirement Income Security ActOR 1985, the Family and Medical Leave ActTHE VOCATIONAL REHABILITATION ACT OF 1977, and similar THE AMERICANS WITH DISABILITIES ACT, THE FAMILY AND MEDICAL LEAVE ACT OR THE FAIR CREDIT REPORTING ACT or any other constitutional, federal, regulatory, state or local statuteslaw, ordinancesor under the common law or in equity, and regulations(iii) any other matter (each of which is referred to herein as a "Claim"); provided, however, that this nothing contained herein shall operate to release shall not apply any obligations of the Company, its successors or assigns arising under any claims under the Employment Agreement, the Change of Control Agreement or under any written Company benefit plans, any 401(k) plan, any pension plan and any similar plan, to any right of indemnification provided the extent Executive is entitled to Executive by statute, charter or benefits under the Indemnification Agreementrespective terms thereof.