Common use of General Release Clause in Contracts

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 4 contracts

Sources: Employment Agreement (JBG SMITH Properties), Employment Agreement (JBG SMITH Properties), Employment Agreement (JBG SMITH Properties)

General Release. Executive You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily waivesforever waive, terminatesterminate, cancelscancel, releases release and discharges forever discharge the Released Parties from and against any and all suits, actionslegally waivable claims, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements liabilities or charges (collectively, “Claims”) that Executive you (or Executive’s your heirs, executors, administrators, successors and assigns) has have or may have, whether known, unknown known or unforeseen, vested or contingentunknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyRelease, including, without limitation: Claims , claims for compensation or bonuses (including, without limitation, any claim for an award under United States federal, state any compensation plan or local law and the national or local law arrangement); breach of any foreign country (statutory or decisional), for contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal, for breach ; impairment of any contract, economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining and Notification ActAct of 1989, the Family and Medical Leave ActAct of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or bonuses, whether or not paid under any compensation plan or arrangement; breach the termination of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesthat employment. In addition, in consideration of the provisions of this Release, Executive you further agrees agree to waive any and all rights under the laws of any jurisdiction in the United States, States or any other country, country that limit a general release to those Claims claims that are known or suspected to exist in Executive’s your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.

Appears in 4 contracts

Sources: Transition Agreement (Bank of New York Co Inc), Transition Agreement (Bank of New York Co Inc), Transition Agreement (Bank of New York Co Inc)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the CompanyEmployer, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including including, without limitation, rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below).

Appears in 3 contracts

Sources: Employment Agreement (First Busey Corp /Nv/), Employment Agreement (First Busey Corp /Nv/), Employment Agreement (First Busey Corp /Nv/)

General Release. Executive knowingly In return for the good and voluntarily waivesvaluable consideration provided in the Employment Agreement, terminatesExecutive, cancelson behalf of himself, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s his heirs, executors, administrators, successors and assigns) assigns (collectively referred to as the "Releasing Executive"), hereby releases and discharges the Company, its Affiliates (as such term is defined in the Employment Agreement), and their respective officers, directors, employees, shareholders, agents, successors and assigns (collectively referred to as "the Released Company"), from any and all actions or causes of action, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims, and demands whatsoever, in law, admiralty or equity, which against the Released Company, the Releasing Executive ever had, now has or hereafter, can, shall or may havehave against the Released Company through the date Executive executes this Agreement, whether knownincluding for, unknown upon, or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s 's employment or termination of employment with the CompanyReleased Company and any disagreements with respect to such employment through the day he executes this Agreement, includingincluding any claim of wrongful discharge or other tort, without limitation: Claims and all rights under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional)law, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon including those that prohibit race, color, ethnicity, sex, age, religion, national origin, religionhandicap, disability, sexual orientation, disability or any other unlawful criterion or circumstanceforms of discrimination, including rights or Claims under but not limited to, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of as amended, the Equal Pay Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, any state or local human rights laws, and all claims under the Workers' Compensation laws, the Equal Pay Act, the National Labor Relations Act, as amended, the Americans with Disabilities Act of 1991Act, the Federal Rehabilitation Act, the Employee Retirement Income Security ActAct of 1974, the Worker Adjustment Retraining and Notification Actas amended, the Family and Medical Leave Act, and claims arising under any contract, side letter, offer letter, policy, practice, program or plan, including all amendments to any of the aforementioned acts; and violations of any other federalclaims for severance pay, stateincentive compensation, change in control payments, bonus, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)benefits.

Appears in 3 contracts

Sources: Employment Agreement (Metromedia International Group Inc), Employment Agreement (Metromedia International Group Inc), Employment Agreement (Metromedia International Group Inc)

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive he (or Executive’s his heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown known or unforeseen, vested or contingentunknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims , claims for compensation or bonuses (including, without limitation, any claim for an award under United States federal, state any compensation plan or local law and the national or local law arrangement); breach of any foreign country (statutory or decisional), for contract; tort; wrongful, abusive, constructive unfair, constructive, or unlawful discharge or dismissal; impairment of economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits; attorneys’ fees; whistleblower claims; emotional distress; intentional infliction of emotional distress; assault; battery, for breach of any contract, pain and suffering; punitive or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, the New York State and New York City Human Rights Laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation matters related in any way to Executive’s employment with the Company and its affiliates (together, as constituted from time to time, the “Group”) or bonuses, whether or not paid under any compensation plan or arrangement; breach the termination of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesthat employment. In addition, in consideration of the provisions of this Release, the Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 3 contracts

Sources: Employment Agreement (Claiborne Liz Inc), Employment Agreement (Claiborne Liz Inc), Severance Benefits Agreement (Claiborne Liz Inc)

General Release. Executive Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties Releasees from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Releasor (or ExecutiveReleasor’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, including all claims arising under or in connection with ExecutiveReleasor’s employment employment, or termination or resignation of employment with the CompanyEmployer, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive Releasor further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveReleasor’s favor as of the Release Effective Date (as defined below). Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect, without limitation, all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any such claims.

Appears in 3 contracts

Sources: Executive Employment Agreement (Cronos Group Inc.), Executive Employment Agreement (Cronos Group Inc.), Employment Agreement (Cronos Group Inc.)

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the ​ ​ ​ laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).. ​

Appears in 2 contracts

Sources: Employment Agreement (JBG SMITH Properties), Employment Agreement (JBG SMITH Properties)

General Release. Executive knowingly and Except as set forth in Section 4 below, the Employee, of his own free will, voluntarily waives, terminates, cancels, releases and forever discharges forever the Company and its subsidiaries and affiliates, and each of their respective past and present agents, employees, managers, representatives, officers, directors, attorneys, accountants, trustees, shareholders, partners, insurers, heirs, predecessors-in-interest, advisors, successors and assigns (collectively, the “Released Parties Parties”) from any and all suits, actions, past or present causes of action, claimssuits, allegationsagreements or other rights or claims which the Employee, rightshis dependents, obligationsrelatives, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) assigns has or may have, whether known, unknown have against any of the Released Parties upon or unforeseen, vested or contingent, by reason of any mattermatter arising out of his employment by the Company and the cessation of said employment, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federalbut not limited to, state or local law any alleged violation of the Civil Rights Acts of 1964 and 1991, the national or local law Equal Pay Act of any foreign country (statutory or decisional)1963, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”including the Older Workers Benefit Protection Act of 1990), violations of the Equal Pay Act, Title VII of the Civil Rights Rehabilitation Act of 19641973, the Civil Rights Family and Medical Leave Act of 19911993, the Americans with Disabilities Act of 19911990, the Employee Employment Retirement Income Security Act of 1974, the Nevada Fair Employment Practices Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any labor laws of the aforementioned acts; United States and violations of Nevada, and any other federal, statestate or local law, regulation or ordinance, or municipal fair employment statutes public policy, contract or laws, including, without limitation, violations of any other tort law, rulecommon or statutory, regulationproviding a cause of action that can be the subject of a release under applicable law, having any bearing whatsoever on the terms and conditions or cessation of his employment with the Company, which may have arisen, or ordinance pertaining which may arise, prior to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration at the time of the provisions execution of this Release, Executive further agrees . Nothing in this Release shall be construed to waive any and all rights under the laws claims that cannot be waived as a matter of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)law.

Appears in 2 contracts

Sources: Employment Agreement (Red Rock Resorts, Inc.), Employment Agreement (Station Casinos LLC)

General Release. Executive Except as provided in paragraphs 6, 11, and 13 below and except for the provisions of the Plan which expressly survive my retirement with the Company, I knowingly and voluntarily waives(for myself, terminatesmy heirs, cancelsexecutors, releases administrators and discharges assigns) release and forever discharge the Company and the other Released Parties from any and all claims, suits, controversies, actions, causes of action, cross-claims, allegations, rights, obligations, liabilitiescounter‑claims, demands, entitlements debts, compensatory damages, liquidated damages, punitive or charges exemplary damages, other damages, claims for costs and attorneys' fees, or liabilities of any nature whatsoever in law and in equity, both past and present (collectivelythrough the date that this General Release becomes effective and enforceable) and whether known or unknown, “Claims”) that Executive (suspected, or Executive’s claimed against the Company or any of the Released Parties which I, my spouse, or any of my heirs, executors, administratorsadministrators or assigns, successors and assigns) has or may have, whether knownwhich arise out of or are connected with my employment with, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment my separation or termination of employment with from, the Company, including, without limitationbut not limited to, any allegation, claim or violation, arising under: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967, as amended (including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 19911990, as amended; the Employee Retirement Income Security Act, Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act, ; the Family Medical Leave Act, including all amendments to Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, ruleregulation or ordinance; or under any public policy, regulationcontract or tort, or ordinance pertaining to employmentunder common law; or arising under any policies, wages, compensation, hours worked, practices or procedures of the Company; or any other Claims claim for compensation or bonuseswrongful discharge, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional , infliction of emotional distress, defamation; assault; ­ ​ ​ batteryor any claim for costs, pain and suffering; and punitive fees, or exemplary damages. In additionother expenses, including attorneys' fees incurred in consideration these matters (all of the provisions of this Release, Executive further agrees foregoing collectively referred to waive any and all rights under herein as the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below"Claims").

Appears in 2 contracts

Sources: Retirement Agreement, Retirement Agreement (Walgreen Co)

General Release. Executive Except as provided in paragraphs 6 and 19 below and except for the provisions of the Plan which expressly survive my retirement with the Company, I knowingly and voluntarily waives(for myself, terminatesmy heirs, cancelsexecutors, releases administrators and discharges assigns) release and forever discharge the Company and the other Released Parties from any and all claims, suits, controversies, actions, causes of action, cross-claims, allegations, rights, obligations, liabilitiescounter-claims, demands, entitlements debts, compensatory damages, liquidated damages, punitive or charges exemplary damages, other damages, claims for costs and attorneys’ fees, or liabilities of any nature whatsoever in law and in equity, both past and present (collectivelythrough the date that this General Release becomes effective and enforceable) and whether known or unknown, “Claims”) that Executive (suspected, or Executive’s claimed against the Company or any of the Released Parties which I, my spouse, or any of my heirs, executors, administratorsadministrators or assigns, successors and assigns) has or may have, whether knownwhich arise out of or are connected with my employment with, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment my separation or termination of employment with from, the Company, including, without limitationbut not limited to, any allegation, claim or violation, arising under: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967, as amended (including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 19911990, as amended; the Employee Retirement Income Security Act, Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act, ; the Family Medical Leave Act, including all amendments to Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, ruleregulation or ordinance; or under any public policy, regulationcontract or tort, or ordinance pertaining to employmentunder common law; or arising under any policies, wages, compensation, hours worked, practices or procedures of the Company; or any other Claims claim for compensation or bonuseswrongful discharge, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional , infliction of emotional distress, defamation; assault; ­ ​ ​ batteryor any claim for costs, pain and suffering; and punitive fees, or exemplary damages. In additionother expenses, including attorneys’ fees incurred in consideration these matters (all of the provisions of this Release, Executive further agrees foregoing collectively referred to waive any and all rights under herein as the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below“Claims”).

Appears in 2 contracts

Sources: Retirement Agreement, Retirement Agreement (Walgreen Co)

General Release. Executive Except as to the Surviving Claims (defined in Section 2 below), Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, including all claims arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In additionaddition and except as to Surviving Claims, in consideration of the provisions of this Release, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below).

Appears in 2 contracts

Sources: Plan Sponsor Agreement, Plan Sponsor Agreement (Quality Care Properties, Inc.)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI irrevocably and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims member of the Company Group, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation or bonusesbenefits, whether or not paid state disability compensation, claims for any vested benefits under any compensation plan Company-sponsored benefit plan, or arrangement; breach any claims that, as a matter of contract; tort law, may not be released by private agreement. I am also not waiving, and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batterynothing in this Release is intended to waive, pain and suffering; and punitive any claims relating to the validity or exemplary damages. In addition, in consideration of the provisions enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 2 contracts

Sources: Employment Agreement (Orthofix International N V), Employment Agreement (Orthofix International N V)

General Release. Executive knowingly In consideration of the additional benefits provided by the Company to the Executive, the Executive, with full understanding of the contents and voluntarily waives, terminates, cancelslegal effect of this Release and having the right and opportunity to consult with his counsel, releases and discharges forever the Company, its shareholders, officers, directors, supervisors, managers, employees, agents, representatives, attorneys, parent companies, divisions, subsidiaries and affiliates, and its predecessors, successors, heirs, executors, administrators, and assigns (“Released Parties Parties”) from any and all suitsclaims, actions, causes of action, claimsgrievances, allegationssuits, rightscharges, obligationsor complaints of any kind or nature whatsoever, liabilities, demands, entitlements that he ever had or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may havenow has, whether known, unknown or unforeseen, vested fixed or contingent, by reason liquidated or unliquidated, known or unknown, suspected or unsuspected, and whether arising in tort, contract, statute or equity, before any federal, state, local, or private court, agency, arbitrator, mediator, or other entity, regardless of any matterthe relief or remedy. Without limiting the generality of the foregoing, cause or thing occurring at any time before and including it being the date intention of the parties to make this Release as broad and as general as the law permits, this Release specifically includes any and all claims arising under or in connection with Executive’s employment or termination of employment with from any alleged violation by the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims Released Parties under the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, violations of the Equal Pay Act, as amended; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 19911866, as amended by the Civil Rights Act of 1991 (42)-U.S.C. Section 1981); the Rehabilitation Act of 1973, as amended; the Employee Retirement Security Act of 1974, as amended; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, ; the Family and Medical Leave Act, including all amendments to any of ; the aforementioned actsEqual Pay Act; Executive Order 11246; Executive Order 11141; and violations of any other federalstatutory claim, stateemployment or other contract claim, or municipal fair employment statutes common or lawscivil law claim for wrongful discharge, including, without limitation, violations of any other law, rule, regulationdefamation, or ordinance pertaining to employmentinvasion of privacy arising out of or involving his employment with the Company, wages, compensation, hours workedthe termination of his employment with the Company, or involving any other Claims for compensation continuing effects of his employment with the Company or bonusestermination of employment with the Company. The foregoing notwithstanding, whether the Executive shall not be deemed under this Agreement to have waived or not paid under released any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights he may have under the laws of any jurisdiction in Agreement, the United StatesAncillary Agreement, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)Indemnity Agreement.

Appears in 2 contracts

Sources: Termination Agreement, Resignation Agreement (Offshore Logistics Inc)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan indemnification agreement, or arrangement; breach any applicable Company Group articles of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batteryincorporation, pain and suffering; and punitive bylaws or exemplary damages. In additionsimilar organizational document, if any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45)]1 to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Chief Administrative Officer, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 2 contracts

Sources: Employment Agreement (Orthofix International N V), Employment Agreement (Orthofix International N V)

General Release. Executive Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties Releasees from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Releasor (or ExecutiveReleasor’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, including all claims arising under or in connection with ExecutiveReleasor’s employment employment, or termination or resignation of employment with the CompanyEmployer, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive ▇▇▇▇▇▇▇▇ further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveReleasor’s favor as of the Release Effective Date (as defined below). Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect, without limitation, all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any such claims.

Appears in 2 contracts

Sources: Separation Agreement (Cronos Group Inc.), Retirement Agreement (Cronos Group Inc.)

General Release. Executive knowingly In consideration of the promises and voluntarily waivesbenefits set forth in the attached Retirement Agreement and General Release (the “Agreement”), terminatesI, cancels▇▇▇▇ ▇. ▇▇▇▇▇▇▇, releases for myself and discharges forever the Released Parties on behalf of my heirs, assigns, successors, executors and administrators, hereby fully and irrevocably release and discharge Linde from any and all suitsmanner of claims, actionscomplaints, causes of action, claimsgrievances, allegationsliabilities, obligations, promises, damages, agreements, rights, obligationsdebts and expenses (including attorneys’ fees and costs), liabilitiesof every kind, demands, entitlements either at law or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may havein equity, whether knownknown or unknown, unknown suspected or unforeseenunsuspected, vested or contingent, by reason of any matternature whatsoever, cause or thing occurring arising at any time before up to and including the date of the execution of this Release arising Agreement. This includes any claims under any federal, state, local or in connection with Executive’s employment municipal law, regulation or termination of employment with the Companydecision, including, without limitationbut not limited to: Claims claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims claims under the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, the Older Workers Benefit Protection Act of 1990, violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974, the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claimsclaims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of It is expressly agreed and understood that this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit Release is a general release and waiver of claims. This Release does not apply to those Claims (a) any claims or rights that are known may arise after I sign it, (b) any rights of indemnification, contribution, or suspected to be held harmless, or to the coverage afforded by any policies of directors’ and officers’ liability insurance, which rights exist in Executive’s favor as of the Effective Date date hereof, (as defined below)c) ▇▇▇▇▇’▇ expense reimbursement policies, (d) any vested rights under ▇▇▇▇▇’▇ employee benefit and compensation plans, and (e) any claims that the controlling law clearly states may not be released by private agreement.

Appears in 1 contract

Sources: Retirement Agreement (Linde PLC)

General Release. ​ (a) Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Company and its present and past subsidiaries and affiliates, its and their respective successors and assigns, and the present and past shareholders, officers, directors, members, employees, agents and representatives of each of the foregoing (collectively, the “Released Parties Parties”), from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Agreement arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).Date. ​

Appears in 1 contract

Sources: Retirement Agreement (JBG SMITH Properties)

General Release. Executive knowingly On behalf of myself and voluntarily waivesmy spouse, terminatesheirs, cancelsexecutors, releases --------------- administrators, trustees, legal representatives, and discharges assigns, I hereby forever release and discharge the Released Parties Company, its predecessors and successors, and each of its past and present parent corporations, divisions, subsidiaries, affiliates, assigns, officers, directors, employees, consultants, shareholders, partners, attorneys, and agents (any or all of which are referred to as the "Releasees") from any and all suitsclaims, demands, liabilities, actions, and causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors action of every name and assigns) has or may havenature, whether knownknown or unknown, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of regard to my employment with the CompanyCompany and termination therefrom which could have been asserted from the beginning of the world to the date on which I sign this Release. This release includes, includingbut is not limited to, without limitation: Claims under United States federal, state or local law and the national or local law of (a) any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, claims for breach of any contract, whether express or implied; (b) any claims for discrimination based upon racewrongful termination; (c) any claims for reemployment, colorsalary, ethnicitywages, sexbonuses, agevacation pay, national origin, religion, disability, sexual orientationbenefits, or other compensation of any other unlawful criterion kind; (d) any claims for harassment, discrimination, or circumstanceretaliation in employment, including rights or Claims but not limited to any claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991Age Discrimination in Employment Act, the Americans with Disabilities Act of 1991Massachusetts General Laws Chapter 151B, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Americans with Disabilities Act, the Family and Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or lawslocal statute, including, without limitation, violations of any other law, ruleordinance, regulation, or ordinance pertaining common law relating to employmentharassment, wages, compensation, hours workeddiscrimination, or retaliation in employment; (e) any claims under any other Claims for compensation federal, state, or bonuseslocal statutes, whether ordinances, or not paid under regulations; (f) any compensation plan or arrangementclaims based in tort; breach of contract; tort and (g) any other common common-law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and sufferingclaims; and punitive (h) any claims for costs or exemplary damagesattorneys' fees. In addition, in consideration of Nothing herein shall release the Releasees from any claims based on: (i) my right to enforce this Release or the provisions of this Releasemy employment agreement with the Company, Executive further agrees (ii) any right I may have to waive vested or accrued benefits, (iii) any and all right to indemnification or (iv) any rights under the laws of any jurisdiction in the United States, or any other country, that limit as a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)shareholder.

Appears in 1 contract

Sources: Executive Employment Agreement (Pegasystems Inc)

General Release. Executive knowingly In consideration for the payments and voluntarily waivesbenefits described herein, terminateson behalf of yourself, cancelsyour predecessors, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has , you hereby irrevocably and unconditionally release and discharge the Company and its and their past, present, and future parents, subsidiaries, branches, divisions, and affiliates, and its and their past, present, and future shareholders, employees, officers, directors, agents, representative, fiduciaries and attorneys, individually and in their official capacities (collectively, the “Released Parties”), from any and all causes of action, suits, debts, claims, liabilities, demands, costs, expenses, attorneys’ fees, damages, indemnities and obligations of any kind or nature, in law, equity or otherwise, known and unknown, suspected and unsuspected, disclosed and undisclosed, foreseeable and unforeseeable, which have existed or may havehave existed, whether knownor which do exist, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before prior to and including the date of on which you sign this Release arising under or in connection with Executive’s Agreement, other than any claims that cannot lawfully be waived. This release includes, but is not limited to, any and all claims for employment or termination of employment with the Company, discrimination including, without limitation: Claims but not limited to, any and all claims under United States federal, state or local law fair employment laws or practices or other employee relations statutes and amendments (including without limitation the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Civil Rights Act of 1967 (“ADEA”), violations of the Equal Pay Act1866, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Fair Pay Act of 2009, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Age Discrimination in Employment Act, the Family and Medical Leave Act, including the Occupational Safety and Health Act, and the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002), Executive Order 11246; 42 U.S.C. §§ 1981, 1985, 1988, any and all amendments to other claims arising under any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes local constitutional law, statutory law, common law, regulations, ordinances, or equity, contract, or other source of law, including any and all claims or rights under federal, state or local laws, includingregulations or ordinances relating to the payment of wages, without limitationbonuses, violations incentives and other compensation to employees; any and all claims arising under the laws of the State of Arizona; any and all claims arising under the Worker Adjustment and Retraining Notification Act (WARN), and any applicable state laws that provide for benefits similar to WARN; any and all claims pursuant to any other lawfederal, state or local statutes, regulations, ordinances or executive orders; any and all claims based on any rule, regulationcommon law or public policy; any and all claims based in contract, whether oral or ordinance pertaining to employmentwritten, wages, compensation, hours workedexpress or implied; any claims based in tort, or any other Claims for compensation obligation. You confirm that you have not filed any claim in a civil action or complaint in an administrative action against the Company, that no claims or complaints or other proceedings are pending in any court or other forum relating directly or indirectly to your employment with the Company and/or separation from employment, and that you have not raised a claim of discrimination or harassment with the Company. You affirm that you have been provided and/or have not been denied any leave requested under the Family and Medical Leave Act or applicable state leave laws. You further affirm that you have been paid and received all compensation, wages, bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort commissions and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration benefits due to you as of the provisions of date you sign this Release, Executive further agrees to waive Agreement. You confirm and acknowledge that this Agreement reflects any and all rights separation and/or severance payments to which you are entitled under the laws of any jurisdiction in the United Statesapplicable plan, agreement or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)practice.

Appears in 1 contract

Sources: Retirement Agreement (CLARIVATE PLC)

General Release. (a) Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Company and its present and past subsidiaries and affiliates, its and their respective successors and assigns, and the present and past shareholders, officers, directors, members, employees, agents and representatives of each of the foregoing (collectively, the “Released Parties Parties”), from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Agreement arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Separation Agreement (JBG SMITH Properties)

General Release. Executive knowingly In consideration for the promises made by the COMPANY in this Agreement, EMPLOYEE for herself and voluntarily waivesher family, terminatesheirs, cancelsexecutors, releases administrators, personal representatives, agents, employees, assigns, legal representatives and accountants, affiliates, and for any partnerships, corpora- tions, sole proprietorships, or other entities owned or controlled by her, fully releases, acquits, and forever discharges forever the Released Parties COMPANY, its past, present, and future officers, directors, shareholders, agents, repre- sentatives, insurers, employees, attorneys, subsidiaries, affiliated corporations and assigns, from any and all suitscharges, actions, causes of action, claims, allegationsgrievances, rightsdamages, obligations, liabilitiessuits, demandsagreements, entitlements or charges (collectivelycosts, “Claims”) that Executive (or Executive’s heirsexpenses, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientationattorneys’ fees, or any other unlawful criterion liability of any kind whatsoever, suspected or circumstanceunsuspected, including rights known or unknown, have or could have arisen out of EMPLOYEE’s employment with the COMPANY and/or any other occurrence or claim whatsoever arising on or before the date this Agreement is executed, including, but not limited to: a. Claims arising under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, 1964 (as amended); the Civil Rights Act of 1991, ; Section 1981 of the Civil Rights Act of 1866; the Americans with With Disabilities Act of 1991, Act; the Michigan ▇▇▇▇▇▇▇-▇▇▇▇▇▇ Civil Rights Act; Michigan’s Persons With Disabilities Civil Rights Act; the Employee Retirement Income Security Act; the Age Discrimination in Employment Act; and/or any other state, the Worker Adjustment Retraining and Notification Actfederal, the Family Medical Leave Actlocal, including all amendments to any of the aforementioned actsor municipal statute; and violations and/or b. Claims arising out of any other federal, state, or municipal fair employment statutes local statute, law, constitution, ordinance or laws, regulation; and/or c. Any other claim whatsoever including, without limitationbut not limited to, violations of any other lawclaims relating to implied or express employment contracts; public policy or tort claims; retaliatory discharge claims; negligent hiring, rule, regulationre- tention, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangementsupervision claims; breach of contractdefamation claims; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distresswrongful discharge claims; intentional infliction of emotional distressdistress claims; assaultinvasion of privacy claims; ­ ​ ​ batteryintentional interference with contract claims; intentional interference with business relations claims; negligence claims, pain and sufferingdetrimental reliance claims; and loss of consortium claims, promissory estoppel claims; personal injury claims; common law claims; claims for compensatory or punitive damages; claims for back pay claims relating to legal restrictions on the COMPANY’s right to terminate employees or exemplary damages. In addition, in consideration pursuant to any other claim whatsoever; arising out of or relating to EMPLOYEE’s employment with the provisions COMPANY and/or any other occurrence to the date of this ReleaseAgreement, Executive further agrees to but excluding claims which EMPLOYEE cannot waive any by law, and all rights under the laws claims for breach of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)this Agreement.

Appears in 1 contract

Sources: Settlement Agreement

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; ­ ​ ​ attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Employment Agreement (JBG SMITH Properties)

General Release. Executive (a) Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, including all claims arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as favor. (b) Notwithstanding anything herein to the contrary, in the event the arbitrator under Section 4(c) of the Effective Date (as defined below)Letter Agreement determines that the forfeiture and clawback in Section 2(e)(ii) of the Letter Agreement applies, this Release shall be deemed null and void.

Appears in 1 contract

Sources: Separation Agreement (Seagen Inc.)

General Release. Executive knowingly and voluntarily waives, terminates, cancels, hereby releases and forever discharges forever the Released Parties Corporation, its successors and their respective associates, owners, stockholders, assigns, employees, agents, directors, officers, partners and representatives and all persons acting by, through, under, or in concert with them, or any of them, (collectively the "Releasees") of and from any and all suits, manner of action or actions, cause or causes of action, claimsin law or in equity, allegationssuits, rightsdebts, obligationsliens, contracts, agreements, promises, liabilities, claims, demands, entitlements damages, losses, costs or charges expenses, of any nature whatsoever, known or unknown, fixed or contingent (each referred to as a "Claim" and, collectively, the "Claims”) that Executive (or Executive’s heirs"), executors, administrators, successors and assigns) which he now has or may have, whether known, unknown or unforeseen, vested or contingent, hereafter have against the Releasees by reason of any matterand all acts, cause omissions, events or thing facts occurring at any time before and including or existing on or prior to the date hereof related to, arising out of this Release arising under or in connection with Executive’s his hiring, employment, change in employment or termination of employment status with the CompanyCorporation or transactions contemplated by this Amendment, includingexcept as may be expressly provided herein. The Claims released hereunder include, without limitation: Claims under United States , any alleged breach of the Employment Agreement or Stockholder's Agreement; any alleged breach of any covenant of good faith and fair dealing, express or implied; any alleged torts or other alleged legal restrictions relating to the Executive's employment and the termination thereof; any alleged violation of any federal, state or local law statute or ordinance; and any discrimination or harassment on the national or local law basis of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, agereligion, national origin, religionage, disabilityancestry, marital status, family status, sexual orientation, physical disability, mental disability, or medical condition and or any other unlawful criterion statutes, rules, regulations or circumstanceordinances, whether federal, state or local, including rights or Claims but not limited to, any claims arising under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991Age Discrimination in Employment Act, the Americans with Disabilities Act, the Older Workers Benefit Protection Act of 19911990, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Worker Adjustment Retraining Family and Notification Act, the Family Medical Leave Act, including the California Fair Employment and Housing Act and all amendments similar federal, state or local statutes, ordinances and regulations.. Executive represents and warrants that there has been no assignment or other transfer of any interest in any Claim which Executive may have against the Releasees, or any of them, and Executive agrees to indemnify and hold the Releasees harmless from any liability, claims, demands, damages, costs, expenses and attorneys' fees incurred as a result of any person asserting any such assignment or transfer of any rights or Claims under any such assignment or transfer from such Executive. Executive agrees that if he hereafter commences, joins in, or in any manner seeks relief through any suit arising out of, based upon, or relating to any of the aforementioned acts; and violations Claims released hereunder or in any manner asserts against the Releasees any of the Claims released hereunder, then he will pay to the Releasees against whom such claim(s) is asserted, in addition to any other damages caused thereby, all attorneys' fees incurred by such Releasees in defending or otherwise responding to said suit or Claim. The Executive agrees that neither the payment of money nor the execution of this Release shall constitute or be construed as an admission of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of liability whatsoever by the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)Releasees.

Appears in 1 contract

Sources: Employment Agreement (Alliance Imaging Inc /De/)

General Release. Executive knowingly (a) You, on behalf of yourself and voluntarily waivesyour family, terminatesagents, cancelsrepresentatives, releases heirs, executors, trustees, administrators, attorneys, successors and discharges forever assigns (the Released Parties “Releasors”), hereby irrevocably and unconditionally release, settle, cancel, acquit, discharge and acknowledge to be fully satisfied, and covenant not to ▇▇▇ the Company and each of its respective past and/or present parents, subsidiaries, affiliates, successors and assigns, and each of their respective predecessors, and past and/or present directors, managers, officers, employees, agents or other representatives, and employee benefit plans of the Company or its affiliates, including, but not limited to, trustees and administrators of these plans, in each case, in their individual and/or representative capacities (collectively, the “Releasees”) from any and all suitsclaims, actionscontractual or otherwise, demands, costs, rights, causes of action, claimscharges, allegationsdebts, rightsliens, promises, obligations, liabilitiescomplaints, demandslosses, entitlements damages and all liability of whatever kind and nature, whether known or charges (collectivelyunknown, “Claims”) and hereby waive any and all rights that Executive (he, she or Executive’s heirs, executors, administrators, successors and assigns) has or it may have, whether known, unknown or unforeseen, vested or contingent, by reason from the beginning of any matter, cause or thing occurring at any time before up to and including the date time of signing this Release arising under Agreement, or that otherwise may exist or may arise in connection with Executive’s respect of your employment or termination of separation from employment with the Company, or is in any way connected with or related to any applicable compensatory or benefit plan, program, policy or arrangement, including, without limitation: Claims but not limited to, any claims arising under any United States federal, state or local law and the national laws or local law any applicable laws of any foreign country (statutory or decisional)other country, for wrongfulincluding, abusivebut not limited to, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims and all claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Age Discrimination in Employment Act of 1967, as amended, the Older Workers Benefit Protection Act of 1990, the Equal Pay Act, the Americans with Disabilities Act of 19911990, as amended, the Family and Medical Leave Act of 1993, the Employee Retirement Income Security ActAct of 1974, as amended, and any and all other United States federal, state or local regulations, ordinances or public policies, any common law or equity claims and any applicable laws of any other country, or claims under any policy, agreement, understanding or promise, written or oral, formal or informal, between the Worker Adjustment Retraining Company and Notification Actany of its affiliates and yourself, the Family Medical Leave Actnow or hereafter recognized, including claims for wrongful discharge, slander and defamation, as well as all amendments claims for counsel fees and costs; provided, that such released claims shall not (i) include any claims to enforce your rights under, or with respect to, this Release Agreement or the severance payments and benefits to be provided under Section 7(f)(i) of your Employment Agreement, dated as of December _____, 2021, by and between you and the Company (the “Employment Agreement”), (ii) include any claims that may arise after the date on which you or the Company signs this Release Agreement, (iii) include any claims that cannot be waived as a matter of law, (iv) include any claims for vested employee benefits, (v) include any right to exercise options or other equity awarded under the Company’s 2020 Incentive Plan, as amended from time to time, or (v) be considered a waiver of or otherwise limit your rights in your capacity as an officer of the Company to indemnification, exculpation, or liability or advancement of expenses under the Company’s governing documents or benefits under any directors or officers insurance policy maintained by the Company (the foregoing sub-clauses (i) through (iv) shall collectively be referred to as the “Retained Claims”). (b) The Releasors agree not to bring any action, suit or proceeding whatsoever (including the initiation of governmental proceedings or investigations of any type) against any of the aforementioned acts; Releasees hereto for any matter or circumstance concerning which the Releasors have released the Releasees under this Release Agreement. Further, the Releasors agree not to encourage any other person or suggest to any other person that he, she or it institute any legal action against the Releasees. Nothing in this Release Agreement limits your ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and violations of Health Administration, the Securities and Exchange Commission or any other federal, statestate or local governmental agency or commission or self-regulatory organization (the “Government Agencies”). You further understand that this Release Agreement does not limit your ability to communicate with the Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or municipal fair employment statutes or laws, includingother information, without limitation, violations of notice to the Company. This Release Agreement does not limit your right to receive an award for information provided to any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)Government Agencies.

Appears in 1 contract

Sources: Employment Agreement (Eos Energy Enterprises, Inc.)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan indemnification agreement, or arrangement; breach any applicable Company Group articles of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batteryincorporation, pain and suffering; and punitive bylaws or exemplary damages. In additionsimilar organizational document, if any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXHIBIT A RELEASE EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45) ] to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Contract (Orthofix International N V)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI irrevocably and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims member of the Company Group, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation or bonusesbenefits, whether or not paid state disability compensation, claims for any vested benefits under any compensation plan Company-sponsored benefit plan, or arrangement; breach any claims that, as a matter of contract; tort law, may not be released by private agreement. I am also not waiving, and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batterynothing in this Release is intended to waive, pain and suffering; and punitive any claims relating to the validity or exemplary damages. In addition, in consideration of the provisions enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45)]1 days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal 1 To be determined at time of termination in accordance with relevant provisions of Age Discrimination in Employment Act. counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Executive further agrees Vice President and Chief Operating Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to waive any exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. In consideration of the Payment and intending to be legally bound, Executive knowingly hereby irrevocably and voluntarily waives, terminates, cancels, unconditionally releases and forever discharges forever the Company, Enstar US, and any and all of their parents, subsidiaries, affiliates, related entities, and each of their predecessors, successors, customers, insurers, owners, directors, officers, employees, attorneys, and other agents (“Released Parties Parties”) of and from any and all suitsrights, actionsobligations, promises, agreements, debts, losses, controversies, claims, causes of action, claims, allegations, rights, obligations, liabilities, demandsdamages, entitlements or charges (collectivelyand expenses, “Claims”) that Executive (or Executive’s heirsincluding without limitation attorneys’ fees and costs, executors, administrators, successors and assigns) has or may haveof any nature whatsoever, whether knownknown or unknown, unknown asserted or unforeseenunasserted, vested which he ever had, now has, or contingenthereafter may have against the Released Parties, by reason or any of any matterthem, cause or thing occurring that arose at any time before or upon his signing this Agreement, including without limitation the right to take discovery with respect to any matter, transaction, or occurrence existing or happening at any time before or upon his signing this Agreement and including the date of this Release any and all claims arising under any oral or in connection with Executive’s employment written Company program, policy, practice, contract, agreement (except this Agreement), understanding, any common-law principle of any jurisdiction, any foreign, Bermuda, or termination of employment with the Company, including, without limitation: Claims under United States federal, state state, or local law and statutes or ordinances, with all amendments thereto, including without limitation, the national or local law of any foreign country Employment ▇▇▇ ▇▇▇▇ (statutory or decisionalBermuda), for wrongfulthe Human Rights ▇▇▇ ▇▇▇▇ (Bermuda), abusivethe National Labor Relations Act of 1947, constructive or unlawful discharge or dismissalthe Civil Rights Acts of 1866 (Section 1981), for breach of any contract1871 (Section 1983), or for discrimination based upon race1964 (Title VII), colorand 1991, ethnicitythe Equal Pay Act, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”)1967, violations of the Equal Pay Act, Title VII of the Civil Rights Rehabilitation Act of 19641973, the Civil Rights Act of 1991Bankruptcy Code, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Fair Credit Reporting Act, the Worker Adjustment and Retraining and Notification Act, the Executive Retirement Income Security Act of 1974, the Americans With Disabilities Act of 1990, the Family and Medical Leave ActAct of 1993, including all amendments to any the Health Insurance Portability and Accountability Act of 1996, the aforementioned acts; ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the New York Human Rights Law, the New York Labor Law, the New York Whistleblower Protection Law, the New York Wage and violations of Hour Laws, the New York City Administrative Code, and any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common employee-protective law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)may apply.

Appears in 1 contract

Sources: Separation Agreement (Enstar Group LTD)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI irrevocably and unconditionally release, cancelswaive and forever discharge the Company, releases Parent, its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents (collectively, whether knownthe “Company Group”), unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to sue any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Release Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan applicable Company Group articles of incorporation, bylaws or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batterysimilar organizational document, pain and suffering; and punitive or exemplary damages. In additionif any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive, any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Chief Financial Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all rights obligations under this Release and certain or all obligations under the laws of any jurisdiction in Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Agreement, including all claims arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; fraudulent misrepresentation, impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below)Date.

Appears in 1 contract

Sources: Transition Agreement (Symbotic Inc.)

General Release. Executive Except as provided in paragraphs 6 and 19 below, in consideration of the Retirement Vesting Benefit, I knowingly and voluntarily waives(for myself, terminatesmy heirs, cancelsexecutors, releases administrators and discharges assigns) hereby irrevocably and unconditionally release and forever discharge the Company and the other Released Parties from any and all claims, suits, controversies, actions, causes of action, cross-claims, allegations, rights, obligations, liabilitiescounter-claims, demands, entitlements debts, compensatory damages, liquidated damages, punitive or charges exemplary damages, other damages, claims for costs and attorneys’ fees, or liabilities of any nature whatsoever in law and in equity, both past and present (collectivelythrough the date that this Agreement becomes effective and enforceable) and whether known or unknown, “Claims”) that Executive (suspected, or Executive’s claimed against the Company or any of the Released Parties which I, my spouse, or any of my heirs, executors, administratorsadministrators or assigns, successors and assigns) has or may have, whether knownwhich arise out of or are connected with my employment with, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment my separation or termination of employment with from, the Company, including, without limitationbut not limited to, any allegation, claim or violation, arising under: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967, as amended (including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 19911990, as amended; the Employee Retirement Income Security Act, Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act, ; the Family Medical Leave Act, including all amendments to Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, ruleregulation or ordinance; or under any public policy, regulationcontract or tort, or ordinance pertaining to employmentunder common law; or arising under any policies, wages, compensation, hours worked, practices or procedures of the Company; or any other Claims claim for compensation or bonuseswrongful discharge, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional , infliction of emotional distress, defamation; assault; ­ ​ ​ batteryor any claim for costs, pain and suffering; and punitive fees, or exemplary damages. In additionother expenses, including attorneys’ fees incurred in consideration these matters (all of the provisions of this Release, Executive further agrees foregoing collectively referred to waive any and all rights under herein as the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below“Claims”).

Appears in 1 contract

Sources: Retirement Agreement (Walgreens Boots Alliance, Inc.)

General Release. Executive Consultant knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Consultant (or ExecutiveConsultant’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with ExecutiveConsultant’s employment provision of services or termination of employment with such services to the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; { } ­ attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive Consultant further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveConsultant’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Consulting Agreement (Vornado Realty Lp)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the CompanyCompany or the Released Parties, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Employment Agreement (Vornado Realty Lp)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan indemnification agreement, or arrangement; breach any applicable Company Group articles of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batteryincorporation, pain and suffering; and punitive bylaws or exemplary damages. In additionsimilar organizational document, if any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the EXHIBIT A RELEASE “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45) ] to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. Executive Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties Releasees from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Releasor (or ExecutiveReleasor’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, arising under or in connection with ExecutiveReleasor’s employment employment, or termination or resignation of employment with the CompanyEmployer, or relationship with Employer in any other capacity (including, without limitation, as a stockholder, officer or director of Employer). Without limiting the foregoing, such released Claims include: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive Releasor further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveReleasor’s favor as of the Release Effective Date (as defined below). Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect, without limitation, all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any such claims.

Appears in 1 contract

Sources: Executive Employment Agreement (Cronos Group Inc.)

General Release. Executive knowingly In further consideration of the covenants undertaken herein by the Company, including the payments and voluntarily benefits described in Sections 2 and 3 herein, ▇▇▇▇▇▇▇▇ hereby waives, terminates, cancels, releases and forever discharges forever the Released Parties Company, ▇▇▇▇-▇▇▇▇ and all of their respective predecessors, parents, subsidiaries, affiliates and related companies, and all of their respective past and present employees, directors, officers, members, attorneys, representatives, insurers, agents, shareholders, successors and assigns (individually and collectively, the “Company Releasees”), from and with respect to any and all suitslegally waivable claims, liabilities, obligations, grievances, injuries, controversies, agreements, covenants, promises, debts, accounts, actions, causes of action, claimssuits, allegationsarbitrations, rightssums of money, obligationsattorneys’ fees, liabilitiescosts, demandsdamages, entitlements or charges any right to any monetary recovery or any other personal relief (collectively, “Claims”) that Executive (), of whatever kind or Executive’s heirs, executors, administrators, successors and assigns) has or may havenature, whether knownknown or unknown, unknown in law or unforeseen, vested or contingentin equity, by reason of any mattercontract, cause tort or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States pursuant to federal, state or local statute, regulation, ordinance or common law, which ▇▇▇▇▇▇▇▇ now has, or ever had, based upon or arising from any fact or set of facts, whether known or unknown to ▇▇▇▇▇▇▇▇, from the beginning of time until the Termination Date. Without limiting the generality of the foregoing, this waiver, release, and discharge includes any claim or right asserted or which could have been asserted by ▇▇▇▇▇▇▇▇ against the Company, ▇▇▇▇-▇▇▇▇, and/or any of the Company Releasees based upon or arising under any federal, state or local tort, fair employment practices, equal opportunity, or wage and hour laws, including, but not limited to, the common law of the State of New York and the national or local law State of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay ActNew Jersey, Title VII of the Civil Rights Act of 1964, the Civil New York State Human Rights Act of 1991Law, the New York City Human Rights Law, the Americans with Disabilities Act, the Age Discrimination in Employment Act, 42 U.S.C. Section 1981, the Older Workers Benefit Protection Act, the Equal Pay Act of 19911963, the Fair Labor Standards Act of 1938, the New York Labor Law, the New Jersey Law Against Discrimination, the New Jersey Wage and Hour Law, the New Jersey Family Leave Act, the New Jersey Conscientious Employee Protection Act, and the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave ActAct of 1974, including all amendments thereto. Notwithstanding the generality of the foregoing, nothing in this Agreement constitutes a release or waiver by ▇▇▇▇▇▇▇▇ of (i) any claim or right that may arise after the Termination Date, (ii) any claim or right ▇▇▇▇▇▇▇▇ may have under this Agreement, (iii) any claim or right ▇▇▇▇▇▇▇▇ may have in connection with the performance of the Consulting Services, (iv) ▇▇▇▇▇▇▇▇’▇ right to receive benefits under ▇▇▇▇-▇▇▇▇’▇ 401(k), employee benefit plans or pension plans, if any, that either (A) have accrued or vested prior to the Termination Date or (B) are intended, under the terms of such plans, to survive ▇▇▇▇▇▇▇▇’▇ separation from the Company, (v) any benefits that are due or may be due to ▇▇▇▇▇▇▇▇ under any health, dental, vision, medical, flex and welfare plan of ▇▇▇▇-▇▇▇▇ in which ▇▇▇▇▇▇▇▇ was a participant on or prior to the Termination Date or (vi) any claim or right that ▇▇▇▇▇▇▇▇ may have under Section 15(g) of the Employment Agreement or to indemnification, advancement, defense or reimbursement pursuant to any of applicable directors’ and officers’ liability insurance policies or any similar insurance policies, the aforementioned acts; and violations of any other federal, stateBylaws, or municipal fair employment statutes or laws, including, without limitation, violations of any other applicable law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Separation and Consulting Agreement (Mack Cali Realty L P)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich i had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the U▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to s▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan indemnification agreement, or arrangement; breach any applicable Company Group articles of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batteryincorporation, pain and suffering; and punitive bylaws or exemplary damages. In additionsimilar organizational document, if any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers' compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys' fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of [twenty one (21) / forty five (45)]1 to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to J▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc. Senior Vice President, General Counsel and Corporate Secretary, 3▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI irrevocably and unconditionally release, cancelswaive and forever discharge the Company, releases its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents, whether knownincluding, unknown or unforeseenwithout limitation, vested or contingentOrthofix International N.V. (collectively, by reason of any matterthe “Company Group”), cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Employment Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Employment Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Employment Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Employment Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims member of the Company Group, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive any claims I may have for unemployment insurance or workers’ compensation or bonusesbenefits, whether or not paid state disability compensation, claims for any vested benefits under any compensation plan Company-sponsored benefit plan, or arrangement; breach any claims that, as a matter of contract; tort law, may not be released by private agreement. I am also not waiving, and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batterynothing in this Release is intended to waive, pain and suffering; and punitive any claims relating to the validity or exemplary damages. In addition, in consideration of the provisions enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of twenty one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Executive further agrees Vice President and Chief Executive Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to waive any exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all obligations under this Release and all rights obligations under the laws of any jurisdiction in Employment Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the CompanyEmployer, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Employment Agreement (First Busey Corp /Nv/)

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Employment Agreement (JBG SMITH Properties)

General Release. In exchange for the consideration provided under this Agreement to which Executive knowingly would not otherwise be entitled, Executive hereby generally and voluntarily waivescompletely releases the Company and its current and former directors, terminatesofficers, cancelsemployees, releases shareholders, partners, agents, attorneys, predecessors, successors, parent and discharges forever subsidiary entities, insurers, affiliates, investors and assigns (collectively, the Released Parties Parties”) of and from any and all suits, actions, from any and all actions or causes of action, suits, claims, allegationscomplaints, rights, obligationscontracts, liabilities, agreements, promises, torts, debts, damages, controversies, judgments, rights and demands, entitlements whether existing or charges contingent, known or unknown, suspected or unsuspected, which arise out of Executive’s employment with, change in employment status with, and/or separation of employment from, the Company (collectively, the Released Claims”) ). This release is intended to be all encompassing and to act as a full and total release of any claims, whether specifically enumerated herein or not, that Executive (may have or Executive’s heirs, executors, administrators, successors had against the Released Parties arising from conduct occurring up to and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including through the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyAgreement, including, without limitation: Claims under United States but not limited to, any claims arising from any federal, state or local law and law, regulation or constitution dealing with either employment, employment benefits or employment discrimination such as those laws or regulations concerning discrimination on the national or local law basis of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicitycreed, religion, age, sex, agesex harassment, sexual orientation, national origin, religionancestry, genetic carrier status, gender or gender identity status, handicap or disability, sexual orientationveteran status, any military service or application for military service, or any other unlawful criterion category protected under federal or circumstancestate law; any contract, whether oral or written, express or implied, including rights without limitation, any letter offering employment and any stock option agreement(s); any tort; any claim for equity or Claims other benefits; or any other statutory and/or common law claim. Executive also releases the Released Parties from claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 19641964 (as amended), the Civil Rights Act of 1991, the Fair Labor Standards Act, the Americans with Disabilities Act of 19911990 (as amended), the Employee Retirement Income Security Act, Age Discrimination in Employment Act of 1967 including the Worker Adjustment Retraining and Notification Actamendments provided by the Older Workers Benefits Protection Act (the “ADEA”), the Family Medical Leave Act, including all amendments to any of the aforementioned actsCalifornia Labor Code, the California Government Code, the California Business & Professions Code, and the California Fair Employment & Housing Act; and violations any claim or claims Executive might have for back wages, salary, vacation pay, draws, incentive pay, bonuses, commissions or any and all other form of compensation under applicable law. Executive not only releases and discharges the Released Parties from any and all claims as stated above that Executive could make on his own behalf or on behalf of others, but also those claims that might be made by any other person or organization on Executive’s behalf, and specifically waives any right to recover any damage awards as a member of any other federalclass in a case in which any claim(s) against the Released Parties are made involving any matters. Notwithstanding the foregoing, statenothing in this Agreement shall affect any claims which could be made under any welfare benefit plan, pension plan, or municipal fair employment statutes other retirement plan, any worker’s compensation insurance plan or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or claim that cannot paid under any compensation plan or arrangement; breach be released by virtue of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)law.

Appears in 1 contract

Sources: Executive Transition Services Agreement (Essex Portfolio Lp)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or Executive’s Employee's heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, arising under or in connection with Executive’s Employee's employment or termination of employment with the CompanyEmployer, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including including, without limitation, rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys' fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s Employee's favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Employment Agreement (First Busey Corp /Nv/)

General Release. Executive knowingly a. You, on behalf of yourself and voluntarily waivesyour family, terminatesagents, cancelsrepresentatives, releases heirs, executors, trustees, administrators, attorneys, successors and discharges forever assigns (the Released Parties “Releasors”), hereby irrevocably and unconditionally release, settle, cancel, acquit, discharge and acknowledge to be fully satisfied, and covenant not to ▇▇▇ the Company and each of its respective past and/or present parents, subsidiaries, affiliates, successors and assigns, and each of their respective predecessors, and past and/or present directors, managers, officers, employees, agents or other representatives, and employee benefit plans of the Company or its affiliates, including, but not limited to, trustees and administrators of these plans, in each case, in their individual and/or representative capacities (collectively, the “Releasees”) from any and all suitsclaims, actionscontractual or otherwise, demands, costs, rights, causes of action, claimscharges, allegationsdebts, rightsliens, promises, obligations, liabilitiescomplaints, demandslosses, entitlements damages and all liability of whatever kind and nature, whether known or charges (collectivelyunknown, “Claims”) and hereby waive any and all rights that Executive (he, she or Executive’s heirs, executors, administrators, successors and assigns) has or it may have, whether known, unknown or unforeseen, vested or contingent, by reason from the beginning of any matter, cause or thing occurring at any time before up to and including the date time of signing this Release arising under Agreement, or that otherwise may exist or may arise in connection with Executive’s respect of your employment or termination of separation from employment with the Company, or is in any way connected with or related to any applicable compensatory or benefit plan, program, policy or arrangement, including, without limitation: Claims but not limited to, any claims arising under any United States federal, state or local law and the national laws or local law any applicable laws of any foreign country (statutory or decisional)other country, for wrongfulincluding, abusivebut not limited to, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims and all claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Age Discrimination in Employment Act of 1967, as amended, the Older Workers Benefit Protection Act of 1990, the Equal Pay Act, the Americans with Disabilities Act of 19911990, as amended, the Family and Medical Leave Act of 1993, the Employee Retirement Income Security ActAct of 1974, as amended, and any and all other United States federal, state or local regulations, ordinances or public policies, any common law or equity claims and any applicable laws of any other country, or claims under any policy, agreement, understanding or promise, written or oral, formal or informal, between the Worker Adjustment Retraining Company and Notification Actany of its affiliates and yourself, the Family Medical Leave Actnow or hereafter recognized, including claims for wrongful discharge, slander and defamation, as well as all amendments claims for counsel fees and costs; provided, that such released claims shall not (i) include any claims to enforce your rights under, or with respect to, this Release Agreement or the severance payments and benefits to be provided under Section 7(f)(i) of your Employment Agreement, dated as of February 24, 2021, by and between you and the Company (the “Employment Agreement”), (ii) include any claims that may arise after the date on which you or the Company signs this Release Agreement, (iii) include any claims that cannot be waived as a matter of law, (iv) include any claims for vested employee benefits, (v) include any right to exercise options or other equity awarded under the Company’s 2012 Equity Incentive Plan, as amended from time to time, or the Company’s 2020 Incentive Plan, as amended from time to time, or (v) be considered a waiver of or otherwise limit your rights in your capacity as an officer of the Company to indemnification, exculpation, or liability or advancement of expenses under the Company’s governing documents or benefits under any directors or officers insurance policy maintained by the Company (the foregoing sub-clauses (i) through (iv) shall collectively be referred to as the “Retained Claims”). b. The Releasors agree not to bring any action, suit or proceeding whatsoever (including the initiation of governmental proceedings or investigations of any type) against any of the aforementioned acts; Releasees hereto for any matter or circumstance concerning which the Releasors have released the Releasees under this Release Agreement. Further, the Releasors agree not to encourage any other person or suggest to any other person that he, she or it institute any legal action against the Releasees. Nothing in this Release Agreement limits your ability to file a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and violations of Health Administration, the Securities and Exchange Commission or any other federal, statestate or local governmental agency or commission or self-regulatory organization (the “Government Agencies”). You further understand that this Release Agreement does not limit your ability to communicate with the Government Agencies or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or municipal fair employment statutes or laws, includingother information, without limitation, violations of notice to the Company. This Release Agreement does not limit your right to receive an award for information provided to any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)Government Agencies.

Appears in 1 contract

Sources: Employment Agreement (Eos Energy Enterprises, Inc.)

General Release. In consideration of the benefits provided to the undersigned (the “Executive”) pursuant to that certain Retirement Agreement dated June 18, 2018 by and between LOWE’▇ ▇▇▇PANIES, INC. a North Carolina corporation (the “Company”), and the Executive knowingly (the “Retirement Agreement”), the Executive hereby irrevocably and voluntarily waivesunconditionally releases, terminatesacquits and forever discharges the Company, cancelsas well as each of the Company’s officers, releases directors, employees, parents, subsidiaries, or related entities and discharges forever agents (the Released Parties Company and the Company officers, directors, employees, parents, subsidiaries, related entities, and agents being collectively referred to herein as the “Releasees”), or any of them, from any and all suitscharges, actions, causes of actioncomplaints, claims, allegations, rightsliabilities, obligations, liabilitiespromises, demands, entitlements or charges costs, losses, debts, and expenses (collectivelyincluding attorney fees and costs actually incurred), “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matternature whatsoever, cause in law or thing occurring at any time before and including equity, arising out of the date of this Release arising under or in connection with Executive’s employment with the Company or the termination of the Executive’s employment with the Company, including, without limitation: Claims under United States , all claims asserted or that could be asserted by the Executive against any of the Releasees in any litigation arising in federal, state state, or municipal court asserting any claim arising from any alleged violation by the Releasees of any federal, state, or local law and the national or local law of any foreign country (statutory or decisional)statutes, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contractordinances, or for discrimination based upon racecommon law, colorincluding, ethnicitybut not limited to, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Equal Pay Act, the Americans with Disabilities Act, the Fair Labor Standards Act, the Executive Retirement Income Security Act of 1974, the Rehabilitation Act of 1973, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining Family and Notification Act, the Family Medical Leave Act, including all amendments to any the Civil Rights Act of the aforementioned acts; 1866, and violations of any other federalemployment discrimination laws, stateas well as any other claims based on constitutional, statutory, common law, or municipal fair employment statutes regulatory grounds, as well as any claims based on theories of retaliation, wrongful or lawsconstructive discharge, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In additiondefamation, in consideration which the Executive now has, owns, or holds, or claims to have, own, or hold, or which the Executive had, owned, or held, or claimed to have, own or hold at any time before execution of this Agreement, against any or all of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)Releasees.

Appears in 1 contract

Sources: Retirement Agreement (Lowes Companies Inc)

General Release. Executive knowingly In consideration of the obligations the Company in Paragraph 3 above and voluntarily waivesas a material inducement to the Company to enter into this Agreement, terminatesExecutive, cancelson behalf of Executive, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, estate, executors, administrators, successors and assigns, does hereby irrevocably and unconditionally release, acquit and forever discharge each of the Releasees (as defined below) has from any and all actions, causes of action, suits, debts, administrative or agency charges, dues, sums of money, claims, complaints, liabilities, obligations, agreements, promises, damages, demands, judgments, costs, losses, expenses and legal fees and expenses of any nature whatsoever, known or unknown, suspected or unsuspected, which Executive or Executive’s heirs, estate, executors, administrators, successors and assigns ever had, now have or hereafter can, shall or may have, whether known, unknown have against each or unforeseen, vested or contingent, any of the Releasees by reason of any matter, cause or thing occurring at any time before and including whatsoever from the beginning of the world to the date of this Release arising Agreement, including but not limited to any and all rights and claims under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national laws, regulations or local law of any foreign country (statutory or decisional)requirements, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Family and Medical Leave Act, the Workers Adjustment Retraining and Notification Act, the Family Medical Leave ActNew York State Human Rights Law, including all amendments to any the New York City Civil Rights law, the laws of the aforementioned acts; State of New York and violations all localities therein and all rights and claims relating to defamation, discrimination (on the basis of any other federalsex, staterace, color, national origin, religion, age, disability or municipal fair employment statutes or lawsotherwise), including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, workers’ compensation, hours workedfraud, or any other Claims for compensation or bonusesmisrepresentation, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; , intentional or negligent infliction of emotional distress; assault; ­ ​ ​ battery, pain breach of any covenant of good faith and suffering; fair dealing, negligence, wrongful termination, wrongful employment practices or any and punitive all other claims relating to Executive’s employment with, or exemplary damages. In additionseparation of employment from, in consideration of the provisions of this ReleaseCompany, Executive further agrees to waive any and all other rights and claims arising under any federal, state or local law, statute, regulation or case law, any and all rights and claims under the laws of employment agreement dated September 11, 2002, as amended by the letter agreement dated June 16, 2004 (collectively, the “Employment Agreement”), any jurisdiction prior employment agreement (including but not limited to the agreement dated December 31, 2001), any offer letters and, except as provided in the United Statesnext paragraph, any and all rights and claims to options or other equity interests in the Company or any other countryof its Affiliates. As used in this Agreement, that limit the term “Releasees” is a general collective reference to the Company and its present, former and future stockholders, subsidiaries, Affiliates, successors, assigns and employee benefit plans, and each of their respective directors, officers, employees, trustees, representatives, insurers and agents, each in their official and individual capacities. As used in this Agreement, the term “Affiliates” is a reference to all affiliates of the Company within the meaning of Rule 405 under the Securities Act of 1933, as amended. Notwithstanding anything in this Paragraph 3 to the contrary, nothing in this Paragraph 3 shall be deemed to be a release to those Claims that are known or suspected to exist in of (i) Executive’s favor vested rights, if any, under the Company’s 401(k) plan, (ii) Executive’s rights under this Agreement, (iii) Executive’s rights under the Existing Option Agreements and the Stock Bonus Agreement, each as modified in accordance with Paragraph 2 hereof (and in the case of the Effective Date Stock Bonus Agreement, as modified in accordance with Paragraph 3 hereof), (as defined below)iv) Executive’s rights under the Indemnity Agreement between Executive and the Company dated March 4, 2002 and any rights to indemnification under any applicable law, the Company’s certificate of incorporation and bylaws and any rights to coverage under any directors’ and officers’ liability policies, and (v) Executive’s rights to shares of Company common stock acquired at any time (a) upon exercise of options under the Existing Option Agreements, (b) pursuant to the Stock Bonus Agreement, (c) pursuant to the stock bonus agreement dated ▇▇▇▇▇ ▇, ▇▇▇▇, (▇) in the open market or (e) under the Company’s 401(k) plan.

Appears in 1 contract

Sources: Separation Agreement (Monster Worldwide Inc)

General Release. Executive knowingly Employee, for and voluntarily waiveson behalf of herself, terminatesher agents, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, and assigns, does hereby release and forever discharge the Company, and its successors and assigns, and each of its and their respective directors, officers, employees, shareholders, members, partners, subsidiaries, affiliates (including any sister and parent companies) and each of their respective agents, directors, officers, partners, employees and attorneys (collectively, “Releasees” and individually, “Releasee”), and each of them, from any and all claims, known or unknown, suspected or unsuspected, that Employee has or may havehave relating to, whether known, unknown or unforeseen, vested or contingent, by reason arising out of any matter, cause or thing occurring at any time before and including the date employment of this Release arising under or in connection Employee with Executive’s employment or termination of employment with the Company, includingor any claim for negligence or wrongful termination, without limitation: Claims under United States federalincluding any claim for tortious conduct resulting in personal injuries, state any claim for harassment or local law and discrimination on the national or local law basis of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disabilitysex, age, sexual orientation, ancestry, medical condition, marital status, physical or mental disability, or other protected class, discharge in violation of public policy and/or violation of any other unlawful criterion state, federal or circumstancelocal law, regulation, ordinance, constitution, or common law, including rights or Claims under without limitation, the Age Discrimination in Employment Act of 1967 Act, as amended (“ADEA”), violations of the Equal Pay Older Workers Benefits Protection Act, the Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991Fair Labor Standards Acts, the Americans with Disabilities Act of 1991National Labor Relations Act, the Employee Retirement Income Security Labor - Management Relations Act, the Worker Adjustment and Retraining and Notification Act of 1988, the Rehabilitation Act of 1973, the Equal Pay Act, the Pregnancy Discrimination Act, Employee Retirement Income Security Act of 1974, the Family Medical Leave Act of 1993, , the California Fair Employment and Housing Act, including the California Family Rights Act, the California Business and Professions Code, the California Labor Code, all amendments to as amended, and any of the aforementioned acts; and violations other applicable laws and/or regulations of any other federal, state, applicable jurisdiction relating to employment or municipal fair employment statutes or laws, including, discrimination (including without limitation, violations the Arizona Civil Rights Act, the Colorado Anti-Discrimination Act, the Georgia Fair Employment Practices Act, the Illinois Human Rights Act, the Massachusetts Fair Employment Practices Act, the Minnesota Human Rights Act, the New York Human Rights Law, the North Carolina Equal Employment Practices Act, the Pennsylvania Human Relations Act, the Tennessee Anti-Discrimination Act, the Texas Commission on Human Rights Act, all as amended) and the law of contract and tort. However, this release is not intended to bar any other lawclaims that, ruleby statute, regulationmay not be waived, or ordinance pertaining to employmentsuch as claims for workers’ compensation benefits, wages, compensation, hours workedunemployment insurance benefits, or any other Claims statutory right to be indemnified for compensation necessary expenditures or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction losses incurred in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executivedischarge of Employee’s favor as of the Effective Date (as defined below)duties under California Labor Code Section 2802.

Appears in 1 contract

Sources: Separation Agreement (Castlight Health, Inc.)

General Release. Executive knowingly (a) You hereby agree on behalf of yourself, your agents, assignees, attorneys, successors, assigns, heirs and voluntarily waivesexecutors, terminatesto, cancelsand you do hereby, releases fully and discharges completely forever release MSN and its officers, directors, agents and affiliates (hereinafter collectively referred to as the Released Parties “Releasees”), from any and all suits, actions, causes of action, suits, agreements, promises, damages, disputes, controversies, contentions, differences, judgments, claims, allegationsdebts, rightsdues, obligationssums of money, liabilitiesaccounts, demandsreckonings, entitlements bonds, bills, specialties, covenants, contracts, variances, trespasses, extents, executions and demands of any kind whatsoever, which you or charges (collectively, “Claims”) that Executive (or Executive’s your heirs, executors, administrators, successors and assigns) has assigns ever had, now have or may havehave against the Releasees or any of them, in law, admiralty or equity, whether knownknown or unknown to you, unknown for, upon, or unforeseen, vested or contingent, by reason of of, any matter, cause action, omission, course or thing whatsoever occurring at any time before and including up to the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyAgreement is signed by you, including, without limitation: Claims under United States federal, state any claim in connection with or local law and in relationship to your employment or other service relationship with MSN, the national or local law termination of any foreign country (statutory such employment or decisional)service relationship and any applicable employment, for wrongful, abusive, constructive compensatory or unlawful discharge or dismissal, for breach of equity arrangement with MSN; provided that such released claims shall not include any contractclaims to enforce your rights under, or for discrimination based upon racewith respect to, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under this Agreement (such released claims are collectively referred to herein as the Age Discrimination in Employment Act of 1967 (ADEAReleased Claims”). (b) Notwithstanding the generality of clause (a) above, violations of the Equal Pay ActReleased Claims include, without limitation, (i) any and all claims under Title VII of the Civil Rights Act of 1964, the Age Discrimination in Employment Act of 1967, the Civil Rights Act of 1971, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991Fair Labor Standards Act, the Employee Retirement Income Security Act of 1974, the Americans with Disabilities Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including any and all amendments to any of the aforementioned acts; and violations of any other federal, state, state or municipal fair employment statutes or local laws, includingstatutes, without limitation, violations of any other law, rule, regulation, or ordinance rules and regulations pertaining to employmentemployment or otherwise, wagesand (ii) any claims for wrongful discharge, compensationbreach of contract, hours workedfraud, misrepresentation or any compensation claims, or any other Claims for compensation or bonuses, whether or not paid claims under any compensation plan statute, rule or arrangement; breach regulation or under the common law, including compensatory damages, punitive damages, attorney’s fees, costs, expenses and all claims for any other type of contract; tort damage or relief. (c) You agree that you had sufficient opportunity to thoroughly discuss the implications of this Waiver and other common law Claims; defamation; libel; slander; impairment Release with independent advisors of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction your choice prior to signing this Waiver and Release. You are advised that you should consult with an attorney regarding the waivers and releases contained in this Waiver and Release. You are further advised that you have twenty-one (21) days from the receipt of emotional distress; assault; ­ ​ ​ batterythis Waiver and Release within which to consider this Waiver and Release and return it to the Company, pain and suffering; you have a period of (7) days following the execution of this Waiver and punitive or exemplary damagesRelease in which you may revoke the Waiver and Release. In addition, Any sums called for in consideration this Waiver and Release will not be paid to you until the expiration of the provisions of this Releaserevocation period. (d) THIS MEANS THAT, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United StatesBY SIGNING THIS AGREEMENT, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)YOU WILL HAVE WAIVED ANY RIGHT YOU MAY HAVE HAD TO BRING A LAWSUIT OR MAKE ANY CLAIM AGAINST THE RELEASEES BASED ON ANY ACTS OR OMISSIONS OF THE RELEASEES UP TO THE DATE OF THE SIGNING OF THIS AGREEMENT.

Appears in 1 contract

Sources: General Waiver and Release of Claims (Medical Staffing Network Holdings Inc)

General Release. Executive You knowingly and voluntarily waives(for yourself, terminatesyour spouse, cancelsyour heirs, releases executors, administrators and discharges assigns (collectively, the “Releasing Parties”)) release and forever discharge the Company, its controlled affiliates and its current and former directors, officers, employees and agents (collectively, the “Released Parties Parties”) from any and all claims, suits, controversies, actions, causes of action, cross-claims, allegations, rights, obligations, liabilitiescounter-claims, demands, entitlements debts, compensatory damages, liquidated damages, punitive or charges (collectivelyexemplary damages, “Claims”) that Executive (other damages, claims for costs and attorneys’ fees, or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason liabilities of any matternature whatsoever in law and in equity, cause or thing occurring at any time before both past and including present (through the date of this Release arising under Agreement) and whether known or in connection unknown, suspected, or claimed, against the Company or any of the Released Parties which any Releasing Party, may have, which arise out of or are connected with Executive’s your employment with, or termination of employment with your separation or retirement from, the Company, Company (including, without limitation: Claims under United States federalbut not limited to, state any rights related to RSUs or local law and the national or local law of MRSUs, any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”)Service Agreement and any rights related to any allegation, violations of the Equal Pay Actclaim or violation, arising under: Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967, as amended (including the Older Workers Benefit Protection Act) (collectively, “ADEA”); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 1991, 1990; the Employee Retirement Income Security Act, Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act, ; the Family Medical Leave Act, including all amendments to Employee Retirement Income Security Act of 1974; any applicable executive orders; the anti-retaliation provisions of the aforementioned actsFair Labor Standards Act; and violations of or their state or local counterparts, or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, ruleregulation or ordinance; or under any public policy, regulationcontract or tort, or ordinance pertaining to employmentunder common law; or arising under any policies, wages, compensation, hours worked, practices or procedures of the Company; or any other Claims claim for compensation or bonuseswrongful discharge, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional , infliction of emotional distress, libel, slander, defamation; assault; ­ ​ ​ batteryor any claim for costs, pain and suffering; and punitive fees, or exemplary damages. In additionother expenses, including attorneys’ fees incurred in consideration these matters) (all of the provisions of foregoing collectively referred to herein as the “Claims”). By signing this ReleaseAgreement, Executive further agrees you are representing to waive any the Company that you fully understand this paragraph and all rights under have had an opportunity to seek legal advice regarding this paragraph and this Agreement before signing this Agreement. Finally, you are representing that you fully understand that the laws filing of any jurisdiction in the United StatesClaim shall constitute a rejection or breach of our agreements contained herein. You also waive and release and promise never to assert any such Claims, even if you do not believe that you have such Claims. You are not waiving or releasing any other country, Claims arising under this Agreement or that limit cannot be waived as a general release to those Claims that are known or suspected to exist in Executive’s favor as matter of the Effective Date (as defined below)law.

Appears in 1 contract

Sources: Separation Agreement (Quotient LTD)

General Release. Executive knowingly In consideration of the benefits set forth herein and voluntarily waivesin the Separation Agreement, terminatesEmployee hereby fully, cancelsfinally, and completely releases the Company, its predecessors, successors, subsidiaries, stockholders and discharges forever Affiliates and the respective officers, directors, managers, control persons, employees, agents, attorneys, representatives and assigns of any of them (collectively, the “Released Parties Parties”) from any and all suitsliabilities, claims, actions, losses, expenses, demands, costs, fees, damages and/or causes of action, claimsof whatever kind or character, allegationsfixed or contingent, rightsliquidated or unliquidated, obligationsasserted or unasserted, liabilities, demands, entitlements whether now known or charges unknown (collectively, “Claims”) that Executive (), arising from, relating to, or Executive’s heirs, executors, administrators, successors and assigns) has in any way connected with any facts or may have, whether known, unknown events occurring on or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date execution of this Release Agreement that he may have against the Company or any other Released Party, including, but not limited to any such Claims arising under out of or in connection with Executiveany way related to Employee’s employment or termination of employment with the Company, includingor any Affiliate thereof, without limitation: Claims under United States or the termination of such employment, including but not limited to, any violation of any federal, state or local law and the national statute or local law of regulation, any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientationany wrongful termination, or any other unlawful criterion tort or circumstancecause of action. Employee’s release of claims shall apply specifically, including rights or Claims but not be limited to, claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 19911866, the Americans with With Disabilities Act of 1991Act, the Fair Labor Standards Act, the Family and Medical Leave Act, Title VII, the Employee Retirement Income Security ActAct of 1974, the Worker Adjustment Retraining as amended (“ERISA”), and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair local statute(s) or other law(s) prohibiting discrimination or harassment in employment statutes or lawsgranting rights to an employee arising out of an employment relationship, includingas well as any claims for wages, without limitationemployee benefits, violations of any other lawvacation pay, ruleseverance pay, regulationhealth or welfare benefits, bonus compensation, or ordinance pertaining other remuneration, damages, fees, costs or other relief for any obligations, contracts, claims for defamation, invasion of privacy, intentional or negligent infliction of emotional distress, negligence, gross negligence, estoppel, misrepresentation, express or implied duties of good faith and fair dealing, refusal to employmentperform an illegal act, wageswrongful discharge, compensationand/or torts for any and all alleged acts, hours workedomissions, or events through the date this Release Agreement is executed by Employee. Employee confirms that this Release Agreement was neither procured by fraud nor signed under duress or coercion. Further, Employee waives and releases the Company and each other Released Party from any Claims that this Release Agreement was procured by fraud or signed under duress or coercion so as to make this Release Agreement not binding. Employee understands and agrees that by signing this Agreement, he is giving up the right to pursue any legal Claims released herein that he may currently have against the Company or any other Claims for compensation or bonusesReleased Party, whether or not paid under he is aware of such Claims, and specifically agrees and covenants not to bring any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damageslegal action for any Claims released herein. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those The only Claims that are known excluded from this Release Agreement are (i) Claims arising after the date of this Release Agreement, if any, including any future Claims relating to the Company’s performance of its obligations under the Separation Agreement, (ii) any claim for unemployment compensation, (iii) any claim for workers’ compensation benefits, (iv) any vested, future benefits which Employee is entitled to receive under any Company “employee benefit plan,” within the meaning of Section 3(3) of ERISA, and the regulations promulgated thereunder, (v) indemnification or suspected payment under any applicable directors and officers liability insurance policy, applicable state and federal law, and the Company’s by-laws, certificate of formation, or other agreement, (vi) any vested interest he may have in any 401(k) plan by virtue of his employment with the Company; (vii) any rights Employee may have under any equity award agreement with respect to exist in Executive’s favor as of the Effective Date (as defined below)any vested equity awards thereunder.

Appears in 1 contract

Sources: Separation and Release Agreement (Tetra Technologies Inc)

General Release. Executive knowingly In exchange for the payments and voluntarily waivesbenefits covered in Section 1, terminatesyou release and discharge the Company, cancelsits parents, releases subsidiaries, agents, directors, officers, employees, and discharges forever representatives, and all persons acting by, through, under or in concert with the Company, its parent or subsidiaries (collectively referred to as the “Released Parties Parties”), from any and all suits, actions, causes of action, claims, allegations, rightsliabilities, obligations, liabilitiespromises, demandsagreements, entitlements controversies, damages, and expenses, known or charges (collectivelyunknown, “Claims”) that Executive (which you ever had, or Executive’s heirs, executors, administrators, successors and assigns) has or may now have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including against the Released Parties to the date of this Release arising under or in connection with Executive’s employment or termination Agreement. The claims you release include, but are not limited to, claims that the Released Parties: • discriminated against you on the basis of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon your race, color, ethnicity, sex, agesex (including claims of sexual harassment), national origin, religionancestry, disability, religion, sexual orientation, marital status, parental status, veteran status, source of income, entitlement to benefits, union activities, age or any other unlawful criterion claim or circumstance, including rights or Claims right you may have under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations or any other status protected by local, state or Federal laws, constitutions, regulations, ordinances or executive orders; or • failed to give proper notice of this employment termination under the Equal Pay Workers Adjustment and Retraining Notification Act (“WARN”), or any similar state or local statute or ordinance; or • violated any other Federal, state, or local employment statute, such as the Employee Retirement Income Security Act of 1974, as amended (“ERISA”), which, among other things, protects employee benefits; the Fair Labor Standards Act, which regulates wage and hour matters; the Family and Medical Leave Act, which requires employers to provide leaves of absence under certain circumstances; Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, ; the Americans with With Disabilities Act Act; the Rehabilitation Act; OSHA; and any other laws relating to employment; or • violated the Released Parties’ personnel policies, handbooks, any covenant of 1991good faith and fair dealing, the Employee Retirement Income Security Act, the Worker Adjustment Retraining or any contract of employment between you and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned actsReleased Parties; and violations of any other federal, state, or municipal fair employment statutes • violated public policy or laws, including, without limitation, violations of any other common law, ruleincluding claims for: personal injury, regulationinvasion of privacy, retaliatory discharge, negligent hiring, retention or ordinance pertaining supervision, defamation, intentional or negligent infliction of emotional distress and/or mental anguish, intentional interference with contract, negligence, detrimental reliance, loss of consortium to employment, wages, compensation, hours worked, you or any other Claims member of your family, and/or promissory estoppel; or • are in any way obligated for compensation or bonusesany reason to pay your damages, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; expenses, litigation costs (including attorneys’ fees; emotional distress; intentional infliction ), bonuses, commissions, disability benefits, compensatory damages, punitive damages, and/or interest. For the purpose of emotional distress; assault; ­ ​ ​ batterygiving a full and complete release, pain you understand and suffering; agree that this Agreement includes all claims that you may now have but do not know or suspect to exist in your favor against the Released Parties, and punitive that, except as set forth in Section 3 below, this Agreement extinguishes those claims. If you were employed by the Company at any time in California, or exemplary damages. In additionif you resided in California at any time while employed by the Company, in consideration of the provisions of this Release, Executive further agrees to you waive any and all rights under the laws of any jurisdiction in the United StatesCalifornia Civil Code Section 1542, or any other country, that limit a which states: A general release does not extend to those Claims that are known claims which the creditor does not know or suspected suspect to exist in Executivehis favor at the time of executing the release, which if known by him must have mutually affected his settlement with the debtor. If you were employed by the Company at any time in New Jersey, or if you resided in New Jersey at any time while employed by the Company, you specifically waive all rights under New Jersey’s favor as of the Effective Date (as defined below)Conscientious Employee Protection Act.

Appears in 1 contract

Sources: Management Retention Agreement (Ual Corp /De/)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Agreement, including all claims arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), ) for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family and Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; fraudulent misrepresentation, impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below)Date. For the purpose of implementing a full and complete release, Employee expressly acknowledges and agrees that this Agreement releases all claims existing or arising prior to Employee signing this Agreement which Employee has or may have against the Released Parties, whether such claims are known or unknown and suspected or unsuspected by Employee and Employee forever waives all inquiries and investigations into any and all such claims.

Appears in 1 contract

Sources: Transition Agreement (Symbotic Inc.)

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Employment Agreement (JBG SMITH Properties)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI irrevocably and unconditionally release, cancelswaive and forever discharge the Company, releases Parent, its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents (collectively, whether knownthe “Company Group”), unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Release Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan indemnification agreement, or arrangement; breach any applicable Company Group articles of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batteryincorporation, pain and suffering; and punitive bylaws or exemplary damages. In additionsimilar organizational document, if any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive, any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, Executive further agrees however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of twenty one (21) days to consider this Release, but I may voluntarily waive any that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇ ▇. ▇▇▇▇, Chairman of the Board of Orthofix International N.V., ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all rights obligations under this Release and certain or all obligations under the laws of any jurisdiction in Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. Executive knowingly In consideration of the obligations of the Company in Paragraph 3 above and voluntarily waivesas a material inducement to the Company to enter into this Agreement, terminatesExecutive, cancelson behalf of Executive, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, estate, executors, administrators, successors and assigns, does hereby irrevocably and unconditionally release, acquit and forever discharge each of the Releasees (as defined below) has from any and all actions, causes of action, suits, debts, administrative or agency charges, dues, sums of money, claims, complaints, liabilities, obligations, agreements, promises, damages, demands, judgments, costs, losses, expenses and legal fees and expenses of any nature whatsoever, known or unknown, suspected or unsuspected, which Executive or Executive’s heirs, estate, executors, administrators, successors and assigns ever had, now have or hereafter can, shall or may have, whether known, unknown have against each or unforeseen, vested or contingent, any of the Releasees by reason of any matter, cause or thing occurring at any time before and including whatsoever from the beginning of the world to the date of this Release arising Agreement, including but not limited to any and all rights and claims under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national laws, regulations or local law of any foreign country (statutory or decisional)requirements, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Americans with Disabilities Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Family and Medical Leave Act, the Workers Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any laws of the aforementioned acts; Commonwealth of Massachusetts and violations all localities therein and all rights and claims relating to defamation, discrimination (on the basis of any other federalsex, staterace, color, national origin, religion, age, disability or municipal fair employment statutes or lawsotherwise), including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, workers’ compensation, hours workedfraud, or any other Claims for compensation or bonusesmisrepresentation, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; , intentional or negligent infliction of emotional distress; assault; ­ ​ ​ battery, pain breach of any covenant of good faith and suffering; fair dealing, negligence, wrongful termination, wrongful employment practices or any and punitive all other claims relating to Executive’s employment with, or exemplary damages. In additionseparation of employment from, in consideration the Company or any of the provisions of this Releaseits Affiliates, Executive further agrees to waive any and all other rights and claims arising under any federal, state or local law, statute, regulation or case law, any and all rights and claims under the laws Second Amended and Restated Employment Agreement dated as of November 2, 1999, as amended by Amendment No. 1 to Employment Agreement dated October 31, 2001, among the Company, Monster, Inc. and Executive (collectively, the “Employment Agreement”), any jurisdiction prior employment agreement (including but not limited to the Employment Agreement dated as of November 10, 1995), any offer letters and, except as provided in the United Statesnext paragraph, any and all rights and claims to options or other equity interests in the Company or any other countryof its Affiliates. As used in this Agreement, that limit the term “Releasees” is a general collective reference to the Company, Monster, Inc., Adion, Inc., Adion Information Services, Inc., and HGI Acquisition Corp., and each of their respective present, former and future stockholders, subsidiaries, Affiliates, successors, assigns and employee benefit plans, and each of their respective directors, officers, employees, trustees, representatives, insurers and agents, each in their official and individual capacities. As used in this Agreement, the term “Affiliates” is a reference to all affiliates within the meaning of Rule 405 under the Securities Act of 1933, as amended. Notwithstanding anything in this Paragraph 3 to the contrary, nothing in this Paragraph 3 shall be deemed to be a release to those Claims that are known or suspected to exist in of (i) Executive’s favor vested rights, if any, under the Company’s 401(k) plan, (ii) Executive’s rights under this Agreement and under the Consulting Agreement dated as of the Effective Date date hereof (the “Consulting Agreement”), (iii) Executive’s rights under the Specified Option Agreements, each as defined belowmodified in accordance with Paragraph 2 hereof, (iv) Executive’s rights under the Indemnity Agreement between Executive and the Company dated as of September 16, 1996 and any rights to indemnification under any applicable law, the Company’s certificate of incorporation and bylaws and any rights to coverage under any directors’ and officers’ liability policies, and (v) Executive’s rights to shares of Company common stock acquired at any time (a) upon exercise of options under the Specified Option Agreements or the option agreements dated January 3, 1996, January 6, 1997 (two agreements), December 12, 1997, or December 9, 1998 (the foregoing option agreements other than the Specified Option Agreements are sometimes referred to herein as the “Other Option Agreements”), (b) in the open market or (c) under the Company’s 401(k) plan.

Appears in 1 contract

Sources: Separation Agreement (Monster Worldwide Inc)

General Release. Executive knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general ­ ​ ​ release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).. ​

Appears in 1 contract

Sources: Employment Agreement (JBG SMITH Properties)

General Release. Executive You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily waivesforever waive, terminatesterminate, cancelscancel, releases release and discharges forever discharge the Released Parties from and against any and all suits, actionslegally waivable claims, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements liabilities or charges (collectively, “Claims”) that Executive you (or Executive’s your heirs, executors, administrators, successors and assigns) has have or may have, whether known, unknown known or unforeseen, vested or contingentunknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyRelease, including, without limitation: Claims , claims for compensation or bonuses (including, without limitation, any claim for an award under United States federal, state any compensation plan or local law and the national or local law arrangement); breach of any foreign country (statutory or decisional), for contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal, for breach ; impairment of any contract, economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining and Notification ActAct of 1989, the Family and Medical Leave ActAct of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or bonuses, whether or not paid under any compensation plan or arrangement; breach the termination of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesthat employment. In addition, in consideration of the provisions of this Release, Executive you further agrees agree to waive any and all rights under the laws of any jurisdiction in the United States, States or any other country, country that limit a general release to those Claims claims that are known or suspected to exist in Executive’s your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Service Agreement.

Appears in 1 contract

Sources: Merger Agreement (Bank of New York Co Inc)

General Release. Executive knowingly (a) You, on behalf of yourself and voluntarily waivesyour family, terminatesagents, cancelsrepresentatives, releases heirs, executors, trustees, administrators, attorneys, successors and discharges forever assigns (the Released Parties “Releasors”), hereby irrevocably and unconditionally release, settle, cancel, acquit, discharge and acknowledge to be fully satisfied, and covenant not to sue the Company and each of its respective past and/or present parents, subsidiaries, affiliates, successors and assigns, and each of their respective predecessors, and past and/or present directors, managers, officers, employees, agents or other representatives, and employee benefit plans of the Company or its affiliates, including, but not limited to, trustees and administrators of these plans, in each case, in their individual and/or representative capacities (collectively, the “Releasees”) from any and all suitsclaims, actionscontractual or otherwise, demands, costs, rights, causes of action, claimscharges, allegationsdebts, rightsliens, promises, obligations, liabilitiescomplaints, demandslosses, entitlements damages and all liability of whatever kind and nature, whether known or charges (collectivelyunknown, “Claims”) and hereby waive any and all rights that Executive (he, she or Executive’s heirs, executors, administrators, successors and assigns) has or it may have, whether known, unknown or unforeseen, vested or contingent, by reason from the beginning of any matter, cause or thing occurring at any time before up to and including the date time of signing this Release arising under Agreement, or that otherwise may exist or may arise in connection with Executive’s respect of your employment or termination of separation from employment with the Company, or is in any way connected with or related to any applicable compensatory or benefit plan, program, policy or arrangement, including, without limitation: Claims but not limited to, any claims arising under any United States federal, state or local law and the national laws or local law any applicable laws of any foreign country (statutory or decisional)other country, for wrongfulincluding, abusivebut not limited to, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims and all claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, as amended, the Age Discrimination in Employment Act of 1967, as amended, the Older Workers Benefit Protection Act of 1990, the Equal Pay Act, the Americans with Disabilities Act of 19911990, as amended, the Family and Medical Leave Act of 1993, the Employee Retirement Income Security ActAct of 1974, as amended, and any and all other United States federal, state or local regulations, ordinances or public policies, any common law or equity claims and any applicable laws of any other country, or claims under any policy, agreement, understanding or promise, written or oral, formal or informal, between the Worker Adjustment Retraining Company and Notification Actany of its affiliates and yourself, the Family Medical Leave Actnow or hereafter recognized, including claims for wrongful discharge, slander and defamation, as well as all amendments claims for counsel fees and costs; provided, that such released claims shall not (i) include any claims to enforce your rights under, or with respect to, this Release Agreement or the severance payments and benefits to be provided under Section 7(f)(i) of your Employment Agreement, dated as of [DATE], by and between you and the Company (the “Employment Agreement”), (ii) include any claims that may arise after the date on which you or the Company signs this Release Agreement, (iii) include any claims that cannot be waived as a matter of law, (iv) include any claims for vested employee benefits, (v) include any right to exercise options or other equity awarded under the Company’s 2020 Incentive Plan, as amended from time to time, or (v) be considered a waiver of or otherwise limit your rights in your capacity as an officer of the Company to indemnification, exculpation, or liability or advancement of expenses under the Company’s governing documents or benefits under any directors or officers insurance policy maintained by the Company (the foregoing sub-clauses (i) through (iv) shall collectively be referred to as the “Retained Claims”). (b) The Releasors agree not to bring any action, suit or proceeding whatsoever (including the initiation of governmental proceedings or investigations of any type) against any of the aforementioned acts; and violations of Releasees hereto for any matter or circumstance concerning which the Releasors have released the Releasees under this Release Agreement. Further, the Releasors agree not to encourage any other federalperson or suggest to any other person that he, she or it institute any legal action against the Releasees. Notwithstanding the foregoing or any other provision of this Release Agreement, nothing in this Release Agreement shall be construed to prohibit the Executive from (i) complying with a subpoena with regard to an investigation conducted by the appropriate local, state, or municipal fair employment statutes federal agency; (ii) filing or lawsdisclosing any facts necessary to receive unemployment insurance, Medicaid, or other public benefits to which Executive is entitled; (iii) seeking recourse through a government agency exercising rights that are not allowed to be released by applicable law, including the filing of an administrative charge or complaint with the Equal Employment Opportunity Commission or other administrative agency, provided that, Executive acknowledges and agrees that, by virtue of this Agreement, Executive has waived any available relief (including, without limitationbut not limited to, violations monetary damages, equitable relief and reinstatement) under any of any other law, rule, regulation, or ordinance pertaining to employment, the claims and/or causes of action waived in this Agreement; (iv) asserting claims for wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether vacation and sick pay that become due after the date of this Agreement; or not paid under any compensation plan or arrangement; (v) asserting claims for breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batterythis Release Agreement. Nothing contained in this Release Agreement, pain and suffering; and punitive however, waives or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in releases Executive’s favor as of right to receive a monetary award from the Effective Date Securities Exchange Commission (as defined below)“SEC”) or the Commodity Futures Trading Commission (“CFTC”) for information provided to the SEC or CFTC.

Appears in 1 contract

Sources: Employment Agreement (Eos Energy Enterprises, Inc.)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Agreement, including all claims arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; fraudulent misrepresentation, impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this ReleaseAgreement, Executive Employee further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Separation Agreement (Symbotic Inc.)

General Release. Executive knowingly (a) The Executive, on behalf of himself and voluntarily waiveshis heirs, terminatesrepresentatives and assigns, cancelshereby agrees to forever release and discharge the Corporation, releases its direct and discharges forever indirect subsidiaries, divisions, direct and indirect parents, affiliates, companies under the Released Parties common control of any of the foregoing, predecessors, successors and assigns, and its and their past, present and future principals, directors, officers, executives, agents, attorneys, shareholders, members, managers, executive benefits plans, trustees and all others acting in concert with them, from any and all claims, actions, suits, actionsproceedings, complaints, causes of action, claimsdebts, allegationscosts and expenses (including attorney's fees), rightsat law or in equity, obligationsknown or unknown, liabilities, demands, entitlements or charges (collectively, “Claims”) that the Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including have through the date of the Executive signs this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyAgreement, including, without limitation: Claims under United States federalbut not limited to, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, claims for breach of any express or implied contract, wrongful termination, retaliation, defamation of character, personal injury, intentional or for negligent infliction of emotional distress, discrimination based upon on race, color, ethnicityreligion, sex, age, national origincolor, religion, handicap and/or disability, sexual orientation, national origin or any other unlawful criterion protected class and any other claim based on or circumstancerelated to the Executive's employment with the Corporation, including rights or Claims under the Age Discrimination in Employment Executive's departure therefrom, including, but not limited to, claims for violation of the Employee Retirement Income Security Act of 1967 (“ADEA”), violations of the Equal Pay Act1974, Title VII of the Civil Rights Act of 1964, the Civil Rights Age Discrimination in Employment Act of 19911967, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Age Discrimination in Employment Act, the Family and Medical Leave ActAct and any similar state or local statute or regulation, including all amendments as amended. (b) Notwithstanding the foregoing, the release set forth in Section 3(a) does not and is not intended to release any claims that cannot be released by law, such as claims for vested pension benefits, or prevent, restrict or interfere with the Executive's right to (i) file a charge or complaint with any appropriate federal, state or local agency regarding employment discrimination, (ii) participate in or cooperate with any such charge or complaint procedure, (iii) enforce this Release Agreement or (iv) seek a judicial determination of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration validity of the provisions release of this Release, Executive further agrees to waive any and all the Executive's rights under the laws of Age Discrimination in Employment Act. (c) If an administrative agency, court or other tribunal assumes jurisdiction over any jurisdiction in the United States, charge or any other country, that limit a general release to those Claims complaint involving claims that are known released by Section 4(a) of this Release Agreement, the Executive hereby agrees to not, directly or suspected indirectly, accept, recover or receive any resulting monetary damages or other equitable relief that otherwise would be due to exist in Executive’s favor as of him and the Effective Date (as defined below)Executive hereby expressly waives any rights to any such recovery.

Appears in 1 contract

Sources: Separation Agreement (Black Box Corp)

General Release. Executive knowingly In consideration of the payment in full of the Severance Benefits, Underwood hereby ▇▇▇▇▇▇▇▇▇ly and voluntarily waivesunconditionally releases, terminatesacquits, cancelsand forever discharges Lowe's, releases as well as each of Lowe's officers, directors, employees, subsidiaries, and discharges forever agents (Lowe's and Lowe's officers, directors, employees, subsidiaries and agents being collectively referred to herein as the Released Parties "Releasees"), or any of them, from any and all suitscharges, complaints, claims, liabilities, obligations, promises, agreements, controversies, damages, actions, causes of action, claims, allegationssuits, rights, obligations, liabilities, demands, entitlements or charges costs, losses, debts, and expenses (collectivelyincluding attorneys' fees and costs actually incurred), “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matternature whatsoever, cause in law or thing occurring at equity, arising out of Underwood's emplo▇▇▇▇▇ ▇▇▇▇ Lowe's or the termination of Underwood's empl▇▇▇▇▇▇ ▇▇▇▇ Lowe's (other than any time before and including claim arising out of the date breach by Lowe's 3 of the terms of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyAgreement), including, without limitation: Claims under United States , all claims asserted or that could be asserted against Lowe's in any charge and any claims arising from any alleged violation by the Releasees of any federal, state state, or local law and the national statutes, ordinances,or local law of any foreign country (statutory or decisional)common law, for wrongfulincluding, abusivebut not limited to, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII Vll of the Civil Rights Act of 1964, as amended, the Equal Pay Act, the Americans with Disabilities Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Rehabilitation Act of 1973, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining Family and Notification Act, the Family Medical Leave Act, including the Civil Rights Act of 1866, and any other employment discrimination laws, as well as any other claims based on constitutional, statutory, common law, or regulatory grounds, as well as any claims based on theories of retaliation, wrongful or constructive discharge, breach of contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress, or defamation ("Claim" or "Claims"), which Underwood now has, ▇▇▇▇, ▇r holds, or claims to have, own, or hold, or which Underwood had, ow▇▇▇, ▇▇ held, or claimed to own at any time before execution of this Agreement, against any or all amendments to any of the aforementioned acts; and violations Releasees. Notwithstanding the foregoing, however, Underwood specifi▇▇▇▇▇ ▇▇▇s not release any right to or claim for payment of any other federaland all vested and nonforfeitable benefits, statepayments, or municipal fair employment statutes or lawsstock rights, including, without limitation, violations of any other lawall rights, ruleif any, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort Lowe's ESOP and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date 401 (as defined below)k) plans.

Appears in 1 contract

Sources: Release and Separation Agreement (Lowes Companies Inc)

General Release. Executive knowingly In exchange for the Separation Pay and voluntarily waivesbenefits set forth in Paragraph 2, terminatesYou hereby unconditionally agree to the following: a) You hereby agree to release, cancelsacquit, releases and discharges forever the discharge: ▇▇▇▇▇▇▇▇; all of its affiliates, predecessors, successors, and assigns; all of their current and former directors, officers, trustees, employees, agents, representatives, and attorneys; any persons acting by, through, under, or in concert with any of them; and all successors and assigns thereof (collectively, “Released Parties Parties”) from any and all suitsclaims, charges, complaints, liabilities, obligations, promises, agreements, damages, actions, causes of action, claims, allegationssuits, rights, obligationsentitlements, liabilitiescosts, demandslosses, entitlements debts, and expenses (including attorneys’ fees and legal expenses), which arose in whole or charges in part from Your employment with ▇▇▇▇▇▇▇▇ or separation therefrom, and any other dealings of any kind between You and ▇▇▇▇▇▇▇▇ and/or any officer, director, agent or employees of ▇▇▇▇▇▇▇▇, which have transpired prior to the execution of this Agreement (collectively, collectively “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongfulincluding but not limited to, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or and all Claims under the Age Discrimination in Employment Act Act, codified at Chapter 14 of 1967 Title 29 of the United States Code, 29 U.S.C. § 621-634 (the “ADEA”), violations as amended by the Older Workers Benefits Protection Act (“OWBPA”); Employee Retirement Income Security Act of the Equal Pay Act1974, as amended; Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Equal Pay Act of 1991and Fair Labor Standards Act, as amended, and any other applicable wage payment laws; the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, ; the Family and Medical Leave Act and any applicable state family and medical leave laws; the Consolidated Omnibus Budget Reconciliation Act; any other applicable federal or state civil rights or anti-discrimination laws or regulations; any applicable municipal civil rights ordinance; any express or implied contract right; any cause of action alleging defamation, including all amendments to any invasion of privacy, breach of the aforementioned actscovenant of good faith and fair dealing, wrongful discharge in violation of public policy, intentional infliction of emotional distress or promissory estoppel; and violations any and all other claims of any other kind based on any federal, state, or municipal fair employment statutes or lawslocal constitution, includingstatute, without limitation, violations of any other law, rule, regulation, judicial doctrine, contract, or ordinance pertaining common law, whether or not involving alleged continuing violations. You are not releasing any right of indemnification and advancement (if any) You may have for actions within the course and scope of Your employment with ▇▇▇▇▇▇▇▇ under applicable law, Your indemnification agreement and any applicable policies of ▇▇▇▇▇▇▇▇. If any Claims are not subject to employmentrelease, wagesto the extent permitted by law, compensationYou waive any right or ability to be a class or collective action representative or to otherwise participate in any putative or certified class, hours workedcollective or multi-party action or proceeding based on such Claims in which any of the Released Parties is a party. Notwithstanding the foregoing, You are not waiving any Claims or rights (i) that may arise after the date that You sign this Agreement, including under the ADEA as amended by the OWBPA, (ii) for breach or enforceability of this Agreement, (iii) for reimbursement of business expenses incurred on behalf of ▇▇▇▇▇▇▇▇ under its expense reimbursement policies, or (iv) that controlling law clearly states may not be released by private settlement, such as, but not limited to, claims for unemployment insurance or Worker’s Compensation benefits for job-related illness or injury. b) You hereby waive any right to receive personal relief as a consequence of any Claims filed with or by the Equal Employment Opportunity Commission or any other person or entity (governmental or otherwise), including any class or collective action lawsuit or complaint filed by any individual or entity against any of the Released Parties, as permitted by law. However, You acknowledge nothing in this Agreement limits Your right to receive a monetary award for information provided to the Securities and Exchange Commission or under the whistleblower statutes administered by the Occupational Safety and Health Admiration (“OSHA”). c) You hereby agree to secure the dismissal, with prejudice, of any proceeding, grievance, action, charge or complaint, if any, that You or anyone else on Your behalf has filed or commenced against ▇▇▇▇▇▇▇▇ or any of the other Released Parties with respect to any matter involving Your employment with ▇▇▇▇▇▇▇▇, Your separation from employment with ▇▇▇▇▇▇▇▇, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of matter that is the provisions subject of this Release, Executive further agrees to waive any and all . d) This Agreement does not abrogate Your existing rights under the laws of any jurisdiction in the United States, ▇▇▇▇▇▇▇▇ benefit plan or any other countryplan or agreement related to equity ownership in ▇▇▇▇▇▇▇▇; however, that limit a general it does waive, release to those and forever discharge Claims that are known or suspected to exist in Executive’s favor existing as of the Effective Date (as defined below)date You execute this Agreement involving Meredith’s alleged unlawful or wrongful treatment of You under such benefit plan, plan or agreement of which You are aware.

Appears in 1 contract

Sources: Separation Agreement (Meredith Corp)

General Release. Executive knowingly In return for the good and voluntarily waivesvaluable consideration provided in the Employment Agreement, terminatesExecutive, cancelson behalf of himself, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s her heirs, executors, administrators, successors and assigns) assigns (collectively referred to as the “Releasing Executive”), hereby releases and discharges the Company, its Affiliates (as such term is defined in the Employment Agreement), and their respective officers, directors, employees, shareholders, agents, successors and assigns (collectively referred to as “the Released Company”), from any and all actions or causes of action, suits, debts, dues, sums of money, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, trespasses, damages, judgments, extents, executions, claims, and demands whatsoever, in law, admiralty or equity, which against the Released Company, the Releasing Executive ever had, now has or hereafter, can, shall or may havehave against the Released Company through the date Executive executes this Agreement, whether knownincluding for, unknown upon, or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyReleased Company and any disagreements with respect to such employment through the day she executes this Agreement, includingincluding any claim of wrongful discharge or other tort, without limitation: Claims and all rights under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional)law, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon including those that prohibit race, color, ethnicity, sex, age, religion, national origin, religionhandicap, disability, sexual orientation, disability or any other unlawful criterion or circumstanceforms of discrimination, including rights or Claims under but not limited to, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of as amended, the Equal Pay Older Workers Benefit Protection Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991, any state or local human rights laws, and all claims under the Workers’ Compensation laws, the Equal Pay Act, the National Labor Relations Act, as amended, the Americans with Disabilities Act of 1991Act, the Federal Rehabilitation Act, the Employee Retirement Income Security ActAct of 1974, the Worker Adjustment Retraining and Notification Actas amended, the Family and Medical Leave Act, and claims arising under any contract, side letter, offer letter, policy, practice, program or plan, including all amendments to any of the aforementioned acts; and violations of any other federalclaims for severance pay, stateincentive compensation, change in control payments, bonus, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)benefits.

Appears in 1 contract

Sources: Employment Agreement (Metromedia International Group Inc)

General Release. Executive Employee, for himself and his heirs, legal representatives, beneficiaries, assigns and successors in interest, knowingly and voluntarily waivesrelease, terminatesremise and forever discharge the Company and its successors, cancelsassigns, releases former or current affiliates, officers, shareholders, controlling persons, directors, members of the Board, employees, agents, attorneys and discharges forever the representatives (“Company Released Parties Parties”) whether in their individual or official capacities, from any and all suits, actions, actions or causes of action, suits, debts, claims, allegationscomplaints, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Companycontracts, including, without limitation: Claims , the Offer Letter, controversies, agreements, promises, damages, claims for attorneys’ fees, costs, interest, punitive damages or reinstatement, judgments and demands whatsoever, in law or equity, Employee now has, may have or ever had, whether known or unknown, suspected or unsuspected, from the beginning of the world to the date that Employee signs this Agreement (“Released Claims”), including, without limitation: (a) claims under United States federal, any state or local law and the national federal discrimination, fair employment practices or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contractother employment-related statute, or for regulation (as they may have been amended through the date of this Agreement) prohibiting discrimination or harassment based upon any protected status including, without limitation, race, color, ethnicity, sex, agereligion, national origin, religionage, gender, marital status, disability, handicap, veteran status or sexual orientation. Without limitation, or specifically included in this paragraph are any other unlawful criterion or circumstance, including rights or Claims claims arising under the Age Discrimination in Employment Federal Rehabilitation Act of 1967 (“ADEA”), violations of the Equal Pay Act1973, Title VII of the Civil Rights Act of 1964, as amended by the Civil Rights Act of 1991, the Equal Pay Act, the ▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇ Fair Pay Act, the Americans with With Disabilities Act, the Rehabilitation Act of 19911973, and any similar New York City local or other New York state statute; (b) claims under any other state or federal employment-related statute, or regulation (as they may have been amended through the date of this Agreement) relating to wages, hours or any other terms and conditions of employment. Without limitation, specifically included in this paragraph are any claims arising under the Fair Labor Standards Act, the Family and Medical Leave Act of 1993, the National Labor Relations Act, the Employee Retirement Income Security Act of 1974, except as otherwise provided herein, the Consolidated Omnibus Budget Reconciliation Act of 1985, the Occupational Safety and Health Act, the Worker Adjustment Retraining Health Insurance Portability and Notification ActAccountability Act of 1996, the Family Medical Leave ActEmployee Retirement Income Security Act of 1974, including all amendments to the Sarbanes Oxley Act of 2002 and any of the aforementioned acts; and violations of similar New York City or other New York state statute; (c) claims under any other federal, state, state or municipal fair employment statutes or lawsfederal common law theory, including, without limitation, violations of any other lawwrongful discharge, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of express or implied contract; tort , promissory estoppel, unjust enrichment, breach of a covenant of good faith and other common law Claims; fair dealing, violation of public policy, defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; , interference with contractual relations, intentional or negligent infliction of emotional distress, invasion of privacy, misrepresentation, deceit, fraud or negligence; assault; ­ ​ ​ batteryand (d) any other claim arising under state or federal law. Notwithstanding the above, pain nothing in this release is intended to release or waive (i) Employee’s right to seek enforcement of this Agreement or any other rights of indemnification, contribution, subrogation, advancement and/or reimbursement of expenses or similar rights to the extent they are provided for in the Company’s Restated Certificate of Incorporation, bylaws, (ii) Employee’s rights as they exist pursuant to any director and suffering; and punitive officer insurance policies or exemplary damages. In additionany other insurance policies whether in effect before the date of this Agreement, in consideration on the date of this Agreement or after the date of the provisions Agreement, or (iii) Employee’s rights under any separate vested equity award agreement. Employee recognizes that Employee may have some claim, demand or cause of action against the Company Released Parties of which he is totally unaware and unsuspecting that Employee is giving up by execution of this Releaserelease. Employee acknowledges that it is his intention in executing this release that this release will deprive Employee of each such claim, Executive further demand and cause of action and prevent Employee from asserting it against the Company Released Parties. Employment represents and warrants that no portion of any claim, demand, cause of action, or other matter released herein, nor any portion of any recovery or settlement to which Employee might be entitled from the Company Released Parties, has been assigned or transferred to any other person or entity, either directly or by way of subrogation or operation of law. Employee hereby agrees to waive indemnify, defend and hold the Company Released Parties harmless from any and all rights under the laws losses, costs, claims, and expenses (including, but not limited to, all expenses of investigation and defense of any jurisdiction such claim or action, including reasonable attorneys’ and accountants’ fees, costs, and expenses) arising out of any claim made or action instituted against the Company Released Parties by any person or entity that is the beneficiary of such assignment or transfer and to pay and satisfy any judgment resulting from any settlement in favor of the beneficiary of any such claim or action. Employee further represents and warrants that he has not filed or participated in the United Statesfiling of any complaint, grievance, charge or claim with or before any local, state or federal agency or board, union or any court or other tribunal relating to the Company or Employee’s employment with, or the termination of Employee’s employment at, the Company and its affiliates. Nothing contained herein is intended to nor shall prohibit Employee from (i) filing a charge or complaint with the EEOC; or (ii) participating in any investigation or proceeding conducted by the EEOC. In the event that Employee files a charge with the EEOC, Employee waives and releases any personal entitlement to reinstatement, back pay or any other countrytypes of damages or injunctive relief in connection with any actions taken by Employee or on Employee’s behalf on Employee’s administrative charge. NOTWITHSTANDING THIS PROVISION, EMPLOYEE UNDERSTANDS AND AGREES THAT BY ENTERING INTO THIS AGREEMENT, EMPLOYEE IS FOREVER RELEASING AND WAIVING ANY AND ALL CLAIMS AGAINST THE COMPANY, INCLUDING BUT NOT LIMITED TO CLAIMS FOR AGE DISCRIMINATION, AS SET FORTH IN THIS SECTION, PROVIDED, HOWEVER, THAT THE RELEASE PROVIDED FOR HEREIN SHALL NOT EXTEND TO ANY CLAIMS UNDER THIS AGREEMENT OR THOSE SPECIFICALLY EXCLUDED FROM THE RELEASE. Employee hereby acknowledges and understands that limit this is a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)General Release.

Appears in 1 contract

Sources: Release Agreement (Voltari Corp)

General Release. Executive knowingly (a) On behalf of myself, my heirs, executors, successors and voluntarily waivesassigns, terminatesI irrevocably and unconditionally release, cancelswaive and forever discharge the Company, releases Parent, its members, divisions, subsidiaries, affiliates and discharges forever related companies, including the Released Parties Company Group (as defined below), or any member of the Company Group, and their present and former agents, employees, officers, directors, attorneys, stockholders, plan fiduciaries, successors and assigns (collectively, the “Releasees”), from any and all suitsclaims, demands, actions, causes of action, claimscosts, allegationsfees and all liability whatsoever, rightswhether known or unknown, obligationsfixed or contingent, liabilities, demands, entitlements suspected or charges unsuspected (collectively, “Claims”) that Executive (or Executive’s heirs), executorswhich I had, administratorshave, successors and assigns) has or may havehave against Releasees relating to or arising out of my employment by or separation from the Company and its direct and indirect subsidiaries and parents (collectively, whether knownthe “Company Group”), unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before up to and including the date of execution of this Release, other than my right to receive the severance payments and other benefits and consideration described in the Agreement. This Release arising under or in connection with Executive’s employment or termination of employment with the Company, includingincludes, without limitation: Claims (i) claims at law or equity or sounding in contract (express or implied) or tort; (ii) claims arising under United States any federal, state or local law and the national or local law laws of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicityjurisdiction that prohibit age, sex, agerace, national origin, religioncolor, disability, religion, veteran or military status, sexual orientation, orientation or any other unlawful criterion form of discrimination, harassment or circumstanceretaliation (including, including rights or Claims under without limitation, the Civil Rights Act of 1866, the Age Discrimination in Employment Act of 1967 (“ADEA”)Act, violations of the Equal Pay Older Workers Benefit Protection Act, the Americans with Disabilities Act, Title VII of the 1964 Civil Rights Act of 1964Act, the Civil Rights Act of 1991, the Americans with Disabilities Rehabilitation Act, the Family and Medical Leave Act, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act, the Employee Polygraph Protection Act, the Uniformed Services Employment and Reemployment Rights Act of 19911994, the ▇▇▇▇▇ Civil Rights Act, or any other federal, state or local laws, regulations and ordinances governing discrimination, harassment or retaliation in employment; and the right to bring demands, complaints, causes of action, and claims under any other federal, state, local or common law, statute, regulation or decision); (iii) claims arising under the Employee Retirement Income Security Act, ; or (iv) any other statutory or common law claims related to my employment with the Worker Adjustment Retraining and Notification Act, Company or my separation from the Family Medical Leave Act, including all amendments Company. I further covenant not to ▇▇▇ any of the aforementioned acts; and violations Releasees with respect to any matters released hereby. (b) This release does not include a release or waiver of any other federal, staterights or claims I have, or municipal fair employment statutes or lawsmight subsequently have in my capacity as a stockholder of Orthofix International N.V. In addition, includingthis Release shall not release the Company from its continuing obligation to honor the terms of the Agreement. However, without limitation, violations this Release shall remain in full force and effect regardless of any other lawclaim by me that the Company failed to honor the terms of the Agreement. In the event of any such dispute, rulemy sole remedy against the Company shall be to enforce the terms of the Release Agreement. I am also not waiving, regulationand nothing in this Release is intended to waive, or ordinance pertaining any right to employmentcoverage under any directors and officers insurance coverage, wagesif any, compensationprovided by the Company, hours workedthe Company Group, or any other Claims for compensation member of the Company Group, or bonuses, whether any right to indemnification or not paid expense advancement under any compensation plan applicable Company Group articles of incorporation, bylaws or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batterysimilar organizational document, pain and suffering; and punitive or exemplary damages. In additionif any, in consideration each case, to which I might be entitled. I am also not waiving, and nothing in this Release is intended to waive, any claims I may have for unemployment insurance or workers’ compensation benefits, state disability compensation, claims for any vested benefits under any Company-sponsored benefit plan, or any claims that, as a matter of law, may not be released by private agreement. I am also not waiving, and nothing in this Release is intended to waive, any claims relating to the provisions validity or enforceability of this Release; or any non-waivable right to file a charge with the United States Equal Employment Opportunity Commission (the “EEOC”) or the National Labor Relations Board (“NLRB”); provided, however, that I shall not be entitled to recover any monetary damages or to non-monetary relief if the EEOC or NLRB were to pursue any claims relating to my employment with the Company. EXCEPT AS OUTLINED ABOVE, THIS MEANS THAT, BY SIGNING THIS RELEASE, I WILL WAIVE ANY RIGHT I MAY HAVE HAD TO PURSUE OR BRING A LAWSUIT OR MAKE ANY LEGAL CLAIM AGAINST THE COMPANY OR THE RELEASEES THAT IN ANY WAY ARISES FROM OR RELATES TO MY EMPLOYMENT OR THE TERMINATION OF THAT EMPLOYMENT, UP TO AND INCLUDING THE DATE OF THE EXECUTION OF THIS RELEASE. (c) I acknowledge that different or additional facts may be discovered in addition to what I now know or believe to be true with respect to the matters herein released, and I agree that this Release shall be and remain in effect in all respects as a complete and final release of the matters released, notwithstanding any such different or additional facts. I represent and warrant that I have not previously filed or joined in any claims against the Company or any of the Releasees, that I have not given or sold any portion of any claims released herein to anyone else, and that I will indemnify and hold harmless the Releasees from all liabilities, claims, demands, costs, expenses and/or attorneys’ fees incurred as a result of any such assignment or transfer. (d) I acknowledge that I have been given an opportunity of twenty-one (21) days to consider this Release, but I may voluntarily waive that period by signing it earlier, and I acknowledge that I am being advised herein to consult with legal counsel of my own choosing prior to executing this Release. I understand that for a period ending at the end of the seventh calendar day following my execution of this Release (“Revocation Period”), I shall have the right to revoke this Release by delivering a written notice of revocation to ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇, Orthofix Inc., Executive further agrees Vice President and Chief Operating Officer, ▇▇▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇▇, ▇▇▇▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇ no later than the end of the seventh calendar day after I sign this Release. I understand and agree that this Release will not be effective and enforceable until after the Revocation Period expires without revocation, and if I elect to waive any exercise this revocation right, this Release shall be voided in its entirety, and the Company shall be relieved of all rights obligations under this Release and certain or all obligations under the laws of any jurisdiction in Agreement as provided therein. This Release shall be effective on the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor eighth calendar day after it is executed by me (“Effective Date”) provided it has not been previously revoked as of the Effective Date (as defined below)provided herein.

Appears in 1 contract

Sources: Employment Agreement (Orthofix International N V)

General Release. Executive Employee knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Employee (or ExecutiveEmployee’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, arising under or in connection with ExecutiveEmployee’s employment or service or termination of employment or service with the CompanyBusey, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including including, without limitation, rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, and the Family Medical Leave Act, including all amendments to any of the aforementioned acts, provided that the foregoing identification of statutes is for purposes of example only, and the omission of any specific statute or law shall not limit the scope of this Release in any manner; and violations of any other federal, state, or municipal fair employment statutes local statutes, regulations or lawslaws that may be legally waived and released, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).emotional

Appears in 1 contract

Sources: Employment Agreement (First Busey Corp /Nv/)

General Release. Executive knowingly (a) Notwithstanding anything to the contrary in the Employment Agreement, Employee knowingly, voluntarily and voluntarily irrevocably waives, terminates, cancels, releases releases, discharges, and discharges forever acquits the Released Parties Company, the Bank and their affiliates, and the Company and the Bank, and their affiliates, each and severally, voluntarily and irrevocably waive, terminate, cancel, release, discharge, and forever acquit the Employee (except for violations of law or as otherwise prohibited by operation of law as contemplated by Section 22 hereof), from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, the “Claims”) that Executive (or Executive’s heirsof every kind and nature, executorsknown and unknown, administratorsin law and equity, successors and assigns) has or may haveex delicto, whether knownex contractu, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including during Employee’s employment through the date of execution of this Release Amendment to the Employment Agreement and arising under or in connection with ExecutiveEmployee’s employment or termination of employment with the CompanyCompany and the Bank, including, without limitation: Claims claims for compensation or bonuses, whether or not paid under United States federalany compensation plan, state arrangement or local law and the national or local law Employment Agreement; breach of any foreign country (statutory or decisional), for contract; tort; wrongful, abusive, constructive unfair, constructive, or unlawful discharge or dismissal, for breach ; impairment of any contract, economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits; attorneys’ fees; whistleblower Claims; emotional distress; intentional infliction of emotional distress; punitive or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination in Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security ActAct of 1974, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims matters related in any way to Employee’s employment with the Company or the Bank. Apart from the payments of base salary, benefits and expenses required to be paid or provided after the date of this Amendment pursuant to the Employment Agreement (as modified by this Amendment), and any other accrued benefits that Employee has vested as of the date of this Amendment, from and after the date of this Amendment, the Company, the Bank and their affiliates shall not have any liability to Employee for compensation or any compensation, bonuses, severance or change in control pay (including but not limited to that provided under Sections 9, 10 and 11 of the Employment Agreement), equity awards (including those contemplated under Schedule E of the Investment Agreement dated as of December 17, 2008 between the Company and ▇▇ ▇▇▇▇▇▇ Investments L.P.), property or benefits resulting from Employee’s employment or service or termination from service as President and Chief Executive Officer or Executive Advisor or director or on any other basis whether or not paid under any specifically referenced above related to Employee’s employment or termination of employment, or otherwise pursuant to his change of duties and compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ batteryto non-officer Executive Advisor as described in this Amendment. The foregoing notwithstanding, pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of and indemnification afforded to Employee (and his heirs, executors, and administrators) by the Company pursuant to Section 4(c) of the Employment Agreement or under the Company’s Articles of Incorporation or By-Laws shall continue in effect at all times and survive the termination of the Employment Agreement, as amended. You have twenty-one (21) days to review and consider this Releaserelease. Notwithstanding anything contained herein to the contrary, Executive further agrees the ADEA portion of the release will not become effective or enforceable for a period of seven (7) calendar days following the date of its execution, during which time you may revoke your acceptance of that portion of the release by notifying the General Counsel of the Company in writing. To be effective, such revocation must be received by the Company no later than 5:00 p.m. on the seventh calendar day following its execution. Provided that you do not revoke the ADEA portion of the release, the eighth (8th) day following the date on which this release is executed shall be the effective date of the ADEA portion of the release. In the event of your revocation of the ADEA portion of the release, this Amendment will be null and void and of no effect, and the Company and the Bank and its affiliates will have no obligations under this Amendment. (b) Notwithstanding anything to waive the contrary in the Employment Agreement, Employee knowingly, voluntarily and irrevocably waives any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveEmployee’s favor as of the Effective Date (as defined below)date hereof.

Appears in 1 contract

Sources: Employment Agreement (Flagstar Bancorp Inc)

General Release. Executive You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily waivesforever waive, terminatesterminate, cancelscancel, releases release and discharges forever discharge the Released Parties from and against any and all suits, actionslegally waivable claims, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements liabilities or charges (collectively, “Claims”) that Executive you (or Executive’s your heirs, executors, administrators, successors and assigns) has have or may have, whether known, unknown known or unforeseen, vested or contingentunknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyRelease, including, without limitation: Claims , claims for compensation or bonuses (including, without limitation, any claim for an award under United States federal, state any compensation plan or local law and the national or local law arrangement); breach of any foreign country (statutory or decisional), for contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal, for breach ; impairment of any contract, economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the S▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining and Notification ActAct of 1989, the Family and Medical Leave ActAct of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or bonuses, whether or not paid under any compensation plan or arrangement; breach the termination of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesthat employment. In addition, in consideration of the provisions of this Release, Executive you further agrees agree to waive any and all rights under the laws of any jurisdiction in the United States, States or any other country, country that limit a general release to those Claims claims that are known or suspected to exist in Executive’s your favor as of the Effective Release Date (as defined below).defined

Appears in 1 contract

Sources: Transition Agreement (Bank of New York Co Inc)

General Release. Executive knowingly Employee covenants and voluntarily waivesagrees that Employee hereby irrevocably and unconditionally releases, terminatesacquits and forever discharges Lowe's, cancelsas well as each of Lowe's officers, releases directors, employees, subsidiaries, and discharges forever agents (Lowe's and Lowe's officers, 3directors, employees, subsidiaries and agents being collectively referred to herein as the Released Parties "Releasees"), or any of them, from any and all suitscharges, actions, causes of actioncomplaints, claims, allegations, rightsliabilities, obligations, liabilitiespromises, demands, entitlements or charges costs, losses, debts, and expenses (collectivelyincluding attorneys' fees and costs actually incurred), “Claims”) that Executive (or Executive’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matternature whatsoever, cause in law or thing occurring at equity, arising out of Employee's employment with Lowe's or the termination of Employee's employment with Lowe's (other than any time before and including claim arising out of the date breach by Lowe's of the terms of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyAgreement), including, without limitation: Claims under United States , all claims asserted or that could be asserted by Employee against Lowe's in any litigation arising from summonses and complaints filed in federal, state or local law and municipal court asserting any claim arising from any alleged violation by the national Releasees of any federal, state, or local law of any foreign country (statutory or decisional)statutes, for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contractordinances, or for discrimination based upon racecommon law, colorincluding, ethnicitybut not limited to, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended, the Civil Rights Act of 1991Equal Pay Act, the Americans with Disabilities Act of 1991Act, the Fair Labor Standards Act, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification ActRehabilitation Act of 1973, the Civil Rights Act of 1991, the Family and Medical Leave Act, including all amendments to any the Civil Rights Act of the aforementioned acts; 1866, and violations of any other federalemployment discrimination laws, stateas well as any other claims based on constitutional, statutory, common law, or municipal fair employment statutes regulatory grounds, as well as any claims based on theories of retaliation, wrongful or lawsconstructive discharge, including, without limitation, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; contract or implied covenant, fraud, misrepresentation, intentional and/or negligent infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In additiondefamation ("Claim" or "Claims"), in consideration which Employee now has, owns, or holds, or claims to have, own, or hold, or which Employee had, owned, or held, or claimed to have, own or hold at any time before execution of this Agreement, against any or all of the provisions Releasees. Notwithstanding the foregoing, however, Employee specifically does not release any right to or claim for payment of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United Statesvested and nonforfeitable benefits, payments, or any other countrystock rights, that limit a general release including all rights, if any, under Lowe's ESOP, and 401(k) plans and hereby irrevocably and unconditionally releases, acquits and forever discharges Lowe's, as well as each of Lowe's officers, directors, employees, subsidiaries, and agents, in respect to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)forfeitures. 8.

Appears in 1 contract

Sources: Release and Separation Agreement (Lowes Companies Inc)

General Release. Executive You, for yourself and for your heirs, executors, administrators, successors and assigns, knowingly and voluntarily waivesforever waive, terminatesterminate, cancelscancel, releases release and discharges forever discharge the Released Parties from and against any and all suits, actionslegally waivable claims, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements liabilities or charges (collectively, “Claims”) that Executive you (or Executive’s your heirs, executors, administrators, successors and assigns) has have or may have, whether known, unknown known or unforeseen, vested or contingentunknown, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the CompanyRelease, including, without limitation: Claims , claims for compensation or bonuses (including, without limitation, any claim for an award under United States federal, state any compensation plan or local law and the national or local law arrangement); breach of any foreign country (statutory or decisional), for contract; tort; wrongful, abusive, unfair, constructive or unlawful discharge or dismissal, for breach ; impairment of any contract, economic opportunity defamation; age and national origin discrimination; sexual harassment; back pay; front pay; benefits’ attorneys’ fees; whistleblower claims; emotional distress’ intentional infliction of emotional distress’ assault’ battery; pain and suffering; punitive or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), exemplary damages; violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Age Discrimination Employment Act of 1967 (“ADEA”), the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Older Workers Benefit Protection Act of 1990, the ▇▇▇▇▇▇▇▇-▇▇▇▇▇ Act of 2002, the Worker Adjustment and Retraining and Notification ActAct of 1989, the Family and Medical Leave ActAct of 1993, the New York State and New York City anti-discrimination laws, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other law, rule, regulation, regulation or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation matters related in any way to your employment with the Company and its affiliates (and their respective predecessors) or bonuses, whether or not paid under any compensation plan or arrangement; breach the termination of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesthat employment. In addition, in consideration of the provisions of this Release, Executive you further agrees agree to waive any and all rights under the laws of any jurisdiction in the United States, States or any other country, country that limit a general release to those Claims claims that are known or suspected to exist in Executive’s your favor as of the Effective Release Date (as defined below). You also understand you are releasing any rights or claims concerning bonus(es) and any award(s) or grant(s) under any incentive compensation plan or program, except as specifically set forth in the Transition Agreement.

Appears in 1 contract

Sources: Transition Agreement (Bank of New York Mellon CORP)

General Release. Executive knowingly In exchange for the Company’s Separation Benefits, you release and voluntarily waivesforever discharge, terminatesto the maximum extent permitted by law, cancelsthe Company and each of the other “Releasees” as defined below, releases and discharges forever the Released Parties from any and all suits, actionsclaims, causes of action, claimscomplaints, allegationslawsuits, rightsdemands or liabilities of any kind, obligationsknown or unknown by you, liabilities, demands, entitlements those that you may have already asserted or charges raised as well as those that you have never asserted or raised (collectively, collectively “Claims”) that Executive (or Executive’s as described below which you, your heirs, executorsagents, administrators, successors and assigns) has administrators or executors have or may havehave against the Company or any of the other Releasees arising out of or relating to any conduct, whether knownmatter, unknown event or unforeseenomission existing or occurring before you sign this Agreement, vested and any monetary or contingentother personal relief for such Claims, by reason including but not limited to the following: (i) any Claims having anything to do with your employment (including the cessation of your employment on the Effective Date) with the Company and/or any of its parent, subsidiary, related and/or affiliated companies; (ii) any Claims for severance, benefits, bonuses, incentive compensation, equity awards and interests, commissions and/or other compensation of any matter, cause kind; (iii) any Claims for reimbursement of expenses of any kind; (iv) any Claims for attorneys’ fees or thing occurring at costs; any time before and including the date of this Release arising under or in connection with Executive’s employment or termination of employment with the Company, including, without limitation: Claims under United States federalthe Employee Retirement Income Security Act (“ERISA”); (v) any Claims of discrimination and/or harassment based on age, state or local law and the national or local law of any foreign country (statutory or decisional)sex, for wrongfulpregnancy, abusiverace, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon racereligion, color, ethnicitycreed, sexdisability, agehandicap, failure to accommodate, citizenship, marital status, national origin, religion, disabilityancestry, sexual orientation, gender identity, genetic information or any other unlawful criterion factor protected by Federal, State or circumstance, including rights Local law as enacted or Claims under the Age Discrimination in Employment Act of 1967 amended (“ADEA”), violations of the Equal Pay Act, such as Title VII of the Civil Rights Act of 1964, Section 1981 of the Civil Rights Act of 19911866, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Equal Pay Act, the Genetic Information Non-Discrimination Act and the Pennsylvania Human Relations Act) and any Claims for retaliation under any of the foregoing laws; (vi) any Claims under the Family and Medical Leave Act; any Claims under the Pennsylvania constitution; any whistleblower or retaliation Claims; (vii) any Claims under your offer letter, including all amendments to dated August 26, 2015 (“Offer Letter”); (viii) any Claims for 1% GP Incentive Interest and any related sources of the aforementioned actscash flow as set forth in your Offer Letter or otherwise; and violations and/or (ix) any other statutory, regulatory, common law or other Claims of any other federal, state, or municipal fair employment statutes or lawskind, including, without limitationbut not limited to, violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; , libel; , slander; impairment , fraud, wrongful discharge, promissory estoppel, equitable estoppel, violation of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; public policy, invasion of privacy, misrepresentation, emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, distress or pain and suffering; and punitive or exemplary damages. In addition, in consideration of the provisions of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below).

Appears in 1 contract

Sources: Separation Agreement and General Release (Stonemor Partners Lp)

General Release. Executive Releasor knowingly and voluntarily waives, terminates, cancels, releases and discharges forever the Released Parties Releasees from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, “Claims”) that Executive Releasor (or ExecutiveReleasor’s heirs, executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release Release, including all claims arising under or in connection with ExecutiveReleasor’s employment employment, or termination or resignation of employment with the CompanyEmployer, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), the Older Workers Benefit Protection Act of 1990 (“OWBPA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act of 1974 (“ERISA”), the Fair Labor Standards Act, the Worker Adjustment Retraining and Notification Act, the Family Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of any other federal, state, or municipal fair employment statutes or laws, including, without limitation, including violations of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other Claims for compensation or bonuses, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damagesdamages (the “Released Matters”). In addition, in consideration of the provisions of this Release, Executive ▇▇▇▇▇▇▇▇ further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in ExecutiveReleasor’s favor as of the Release Effective Date (as defined below). Thus, notwithstanding the purpose of implementing a full and complete release and discharge of the claims released by this Release, Releasor expressly acknowledges that this Release is intended to include in its effect all claims which Releasor does not know or suspect to exist in his favor at the time of execution hereof arising out of or relating in any way to the subject matter of the actions referred to herein above and that this Release contemplates the extinguishment of any such claims.

Appears in 1 contract

Sources: Executive Employment Agreement (Cronos Group Inc.)

General Release. Executive knowingly Except for those obligations of the Company under this Agreement, and voluntarily waivesin consideration for the promises described herein, terminatesthe Executive, cancelson behalf of himself and his dependents, successors, heirs, assigns, agents, and executors (collectively, the "Releasors"), hereby releases and discharges forever and covenants not to ▇▇▇ to the Released Parties maximum extent permitted by law, the Company and its predecessors, successors, subsidiaries, parents, branches, divisions, and other affiliates, and each of their current and former directors, officers, employees, shareholders, members, representatives, attorneys, insurers, employee benefit plans, benefit plan fiduciaries, trustees successors and assignees, past and present, and each of them (individually and collectively, the "Releasees") from and with respect to any and all suitsclaims, actionswages, agreements, obligations, demands, causes of action, claims, allegations, rights, obligations, liabilities, demandscosts or expenses, entitlements known or charges unknown, suspected or unsuspected, concealed or hidden (collectively, "Claims”) that Executive (or Executive’s heirs"), executors, administrators, successors and assigns) has or may have, whether known, unknown or unforeseen, vested or contingent, by reason of any matterkind whatsoever, cause related to any fact, circumstance or thing event occurring or existing at any time before and including the date Executive's execution of this Release Agreement, arising under out of or in connection any way connected with the Executive’s 's engagement by, employment relationship with or termination of employment with separation from the Company, includingincluding by way of example only, without limitation: any Claims under United States federalfor severance pay, state bonus or local law and the national similar benefit, sick leave, pension, retirement, vacation pay, life insurance, health or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, medical insurance or any other unlawful criterion fringe benefit, any benefits arising from any ERISA benefit plan, workers' compensation or circumstancedisability, including rights or Claims of breach of contract, tort Claims, any Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 1991, the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Act, the Family and Medical Leave Act, including all amendments to any of the aforementioned acts; and violations of or any other federal, state, state or municipal fair employment statutes or laws, including, without limitation, violations of any other local law, ruleregulation or ordinance, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, or any other including Claims for compensation or bonusesattorneys' fees. The Executive, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration on behalf of the provisions of this ReleaseReleasors, Executive further agrees to waive expressly waives any and all rights under granted by federal or state law or regulation that may limit the laws release of any jurisdiction unknown claims. Nothing in this Agreement, however, shall be construed as prohibiting the United StatesExecutive from filing a charge or complaint with the Equal Employment Opportunity Commission, the National Labor Relations Board, the Occupational Safety and Health Administration, the Securities and Exchange Commission or any other countryfederal, state or local governmental agency or commission (each a "Government Agency"). The Executive further understands that this Agreement does not limit the Executive's ability to communicate with any Government Agency or otherwise participate in any investigation or proceeding that may be conducted by any Government Agency, including providing documents or other information, without notice to the Company. However, to the maximum extent permitted by law, the Executive agrees that if such a general release charge or complaint is made, the Executive shall not be entitled to those Claims recover any individual monetary relief or other individual remedies. This Agreement does not limit or prohibit the Executive's right to receive an award for information provided to any Government Agency to the extent that such limitation or prohibition is a violation of law. This Release will not operate to extinguish any rights of the Executive to indemnification or advancement of expenses as provided in Section 6.5 of this Agreement in respect of claims that relate to the performance of duties for the Company during his period of employment prior to the Separation Date or benefits under the Company's employee benefits plans that are known or suspected to exist due and payable in Executive’s favor as accordance with the terms and conditions of the Effective Date (as defined below)such plans.

Appears in 1 contract

Sources: Separation Agreement (Penn Virginia Corp)

General Release. Executive Except as provided in paragraphs 5, 10, and 12 below and except for the provisions of the Plan which expressly survive the my retirement with the Company, I knowingly and voluntarily waives(for myself, terminatesmy heirs, cancelsexecutors, releases administrators and discharges assigns) release and forever discharge the Company and the other Released Parties from any and all claims, suits, controversies, actions, causes of action, cross-claims, allegations, rights, obligations, liabilitiescounter‑claims, demands, entitlements debts, compensatory damages, liquidated damages, punitive or charges exemplary damages, other damages, claims for costs and attorneys' fees, or liabilities of any nature whatsoever in law and in equity, both past and present (collectivelythrough the date that this General Release becomes effective and enforceable) and whether known or unknown, “Claims”) that Executive (suspected, or Executive’s claimed against the Company or any of the Released Parties which I, my spouse, or any of my heirs, executors, administratorsadministrators or assigns, successors and assigns) has or may have, whether knownwhich arise out of or are connected with my employment with, unknown or unforeseen, vested or contingent, by reason of any matter, cause or thing occurring at any time before and including the date of this Release arising under or in connection with Executive’s employment my separation or termination of employment with from, the Company, including, without limitationbut not limited to, any allegation, claim or violation, arising under: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations of the Equal Pay Act, Title VII of the Civil Rights Act of 1964, as amended; the Civil Rights Act of 1991; the Age Discrimination in Employment Act of 1967, as amended (including the Older Workers Benefit Protection Act); the Equal Pay Act of 1963, as amended; the Americans with Disabilities Act of 19911990, as amended; the Employee Retirement Income Security Act, Family and Medical Leave Act of 1993; the Worker Adjustment Retraining and Notification Act, ; the Family Medical Leave Act, including all amendments to Employee Retirement Income Security Act of 1974; any of the aforementioned actsapplicable Executive Order Programs; and violations of or their state or local counterparts; or under any other federal, state or local civil or human rights law, or under any other local, state, or municipal fair employment statutes or laws, including, without limitation, violations of any other federal law, ruleregulation or ordinance; or under any public policy, regulationcontract or tort, or ordinance pertaining to employmentunder common law; or arising under any policies, wages, compensation, hours worked, practices or procedures of the Company; or any other Claims claim for compensation or bonuseswrongful discharge, whether or not paid under any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional , infliction of emotional distress, defamation; assault; ­ ​ ​ batteryor any claim for costs, pain and suffering; and punitive fees, or exemplary damages. In additionother expenses, including attorneys' fees incurred in consideration these matters (all of the provisions of this Release, Executive further agrees foregoing collectively referred to waive any and all rights under herein as the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below"Claims").

Appears in 1 contract

Sources: Retirement Agreement (Walgreen Co)

General Release. Executive (a) In consideration of the benefits described above in Section 1, P▇▇▇▇▇▇ agrees that, to the extent such release and discharge are permitted by law, he and his heirs, legal representatives and assigns hereby knowingly and voluntarily waiveswaive, terminatesrelease and forever discharge, cancelsand will not file or cause to be filed against the Company, releases or any of its current of former directors, officers, owners, employees, agents, affiliates, assigns, predecessors and discharges forever successors (collectively referred to in this paragraph and Paragraphs 4(a) and 6 hereof as the Released Parties from any and all suits, actions, causes of action, claims, allegations, rights, obligations, liabilities, demands, entitlements or charges (collectively, ClaimsCompany Releasees”) that Executive (any claim, lawsuit, complaint or Executive’s heirs, executors, administrators, successors and assigns) has or may havecharge, whether knownknown or unknown, unknown asserted or unforeseenunasserted, vested suspected or contingentunsuspected, by reason that P▇▇▇▇▇▇ may have as a result of any matterincident, cause act, event or thing occurring omission, whether or not related to his employment or separation from employment with the Company, that has occurred at any time before from the beginning of the world up to and including the date of his signing of this Release Agreement. P▇▇▇▇▇▇ agrees that among the rights he knowingly and voluntarily waives and releases, to the extent such waiver, release and discharge are permitted by law, are his right to bring any complaints or charges against the Company arising on or before the date of his signing of this Agreement, under or in connection with Executive’s employment or termination Title VII of employment with the CompanyCivil Rights Act, including, without limitation: Claims under United States federal, state or local law and the national or local law of any foreign country (statutory or decisional), for wrongful, abusive, constructive or unlawful discharge or dismissal, for breach of any contract, or for discrimination based upon race, color, ethnicity, sex, age, national origin, religion, disability, sexual orientation, or any other unlawful criterion or circumstance, including rights or Claims under the Age Discrimination in Employment Act of 1967 (“ADEA”), violations including the amendments of the Equal Pay Act, Title VII of the Civil Rights Older Workers Benefit Protection Act of 1964, the Civil Rights Act of 1991, the Americans with Disabilities Act of 19911990), the Employee Retirement Income Security Act, the Worker Adjustment Retraining and Notification Americans with Disabilities Act, the Family and Medical Leave Act, the New York State Human Rights Law, the New York City Human Rights Law, and any federal, state or local law dealing with discrimination on any basis, including but not limited to sex, age, race, national origin, sexual orientation, veteran status, marital status, religion, and physical and/or mental disability. P▇▇▇▇▇▇ also agrees that he is waiving and releasing all amendments rights to bring any claims, lawsuits, complaints or charges against the Company Releasees alleging unpaid wages, unpaid commissions, unpaid bonuses, accrued vacation pay, breach of contract, breach of the aforementioned acts; implied covenant of good faith and violations fair dealing, wrongful termination, violation of any other federalpublic policy, statefailure to accommodate, or municipal fair employment statutes or lawsmisrepresentation, includingdefamation, without limitation, violations infliction of any other law, rule, regulation, or ordinance pertaining to employment, wages, compensation, hours worked, emotional distress or any other Claims for compensation possible claim arising or bonusesrelated to any incident, act, event or omission that has occurred at any time on or before the date of P▇▇▇▇▇▇’▇ signing of this Agreement. Nothing herein shall prohibit or prevent P▇▇▇▇▇▇ from filing any complaint, claim or charge with any federal, state or local government agency or administrative agency, provided, however, that P▇▇▇▇▇▇ does not seek, accept or receive any monetary damages or payments arising from or related to any such complaint, claim or charge. (b) In consideration of the benefits described above in Section 1, the Company agrees that, to the extent such release and discharge are permitted by law, it and any of its current of former directors, officers, owners, employees, agents, affiliates, assigns, predecessors and successors (collectively referred to in this paragraph and Paragraph 4(b) as the “Company Releasors”) hereby knowingly and voluntarily waive, release and forever discharge, and will not file or cause to be filed against P▇▇▇▇▇▇, any claim, lawsuit, complaint or charge, whether known or unknown, asserted or unasserted, suspected or unsuspected, that the Company may have as a result of any incident, act, event or omission, whether or not paid under related to P▇▇▇▇▇▇’▇ employment or separation from employment with the Company, that has occurred at any compensation plan or arrangement; breach of contract; tort and other common law Claims; defamation; libel; slander; impairment of economic opportunity defamation; sexual harassment; retaliation; attorneys’ fees; emotional distress; intentional infliction of emotional distress; assault; ­ ​ ​ battery, pain and suffering; and punitive or exemplary damages. In addition, in consideration time from the beginning of the provisions world up to and including the date of his signing of this Release, Executive further agrees to waive any and all rights under the laws of any jurisdiction in the United States, or any other country, that limit a general release to those Claims that are known or suspected to exist in Executive’s favor as of the Effective Date (as defined below)Agreement.

Appears in 1 contract

Sources: General Release and Covenant Not to Sue (Ideanomics, Inc.)