Common use of Mutual Release of Claims Clause in Contracts

Mutual Release of Claims. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, vacation pay, bonus pay, profit sharing, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments and other promises and undertakings contained in this Agreement to which you would not otherwise be entitled, and except as otherwise set forth in this Agreement, you release, acquit and forever discharge the Company, its parents and subsidiaries, and its and their respective officers, directors, agents, servants, employees, attorneys, shareholders, successors, assigns and affiliates (collectively, the “Releasees”), of and from any and all claims, liabilities, demands, charges, causes of action, costs, expenses, attorney’s fees, damages, indemnities and obligations of every kind and nature, in law, equity, or otherwise, which you assert or could assert against the Company at common law or under any statute, rule, regulation, order or law, whether federal, state or local, on any ground whatsoever, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts or conduct at any time prior to and including the date you sign this Agreement, including but not limited to: all such claims and demands directly or indirectly arising out of or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salary, bonuses, commissions, stock, equity, stock options, or any other ownership interests in the Company, vacation or other time off pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; any and all causes of action, including but not limited to actions for breach of contract, express or implied, breach of the covenant of good faith and fair dealing, express or implied, wrongful termination in violation of public policy, all other claims for wrongful termination and constructive discharge, and all other tort claims, including, but not limited to, intentional or negligent infliction of emotional distress, invasion of privacy, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Fair Labor Standards Act; the Employee Retirement and Income Security Act; the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Labor Code; the California Civil Code; the California Constitution; and any and all other laws and regulations relating to employment termination, employment discrimination, harassment or retaliation, claims for wages, hours, benefits, compensation, and any and all claims for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter of law, waive by private agreement, such as a right of indemnification under Labor Code Section 2802 or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents of the Company, hereby completely releases you and your representative and assigns from all claims of any kind, known and unknown, arising out of or in any way related to agreements, events, acts or conduct at any time prior to and including the date this Agreement is signed which Company may now have or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdiction, other than those claims arising out of your obligations as set forth in this Agreement, and other than, as to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreover, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers of the Company under the Company Certificate of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delaware.

Mutual Release of Claims. The payments (a) In consideration of the payment provided for in paragraph 2 above and promises set forth other good and valuable consideration, the receipt, adequacy, and sufficiency of which is hereby acknowledged, Employee and his heirs, executors, administrators, agents, assigns, receivers, attorneys, servants, legal representatives, predecessors and successors in this Agreement are interest, regardless of form, trustees in full satisfaction of all accrued salarybankruptcy or otherwise, vacation paywards, bonus payand any other representative or entity acting on his or their behalf, profit sharingpursuant to, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments rights of any of them, do hereby now and other promises and undertakings contained in this Agreement to which you would not otherwise be entitledforever unconditionally release, and except as otherwise set forth in this Agreement, you releasedischarge, acquit and forever discharge hold harmless the CompanyCompany and any parent, its parents and subsidiariessubsidiary or related companies, and its any and all of their respective officers, directorsemployees, agents, servantsadministrators, employeesassigns, receivers, attorneys, shareholdersservants, successorslegal representatives, assigns affiliates, insurers, predecessors and affiliates successors in interest, regardless of form, trustees in bankruptcy or otherwise, insurance benefit plans, and any other representative or entity acting on its or their behalf (collectively, the “Releasees”"Released Parties"), of and from any and all claims, liabilitiesrights, demands, chargesactions, suits, damages, losses, expenses, liabilities, indebtedness, and causes of action, costs, expenses, attorney’s fees, damages, indemnities and obligations of every whatever kind and nature, in law, equity, or otherwise, which you assert or could assert against nature that existed from the Company at common law or under any statute, rule, regulation, order or law, whether federal, state or local, on any ground whatsoever, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out beginning of or in any way related to agreements, events, acts or conduct at any time prior to and including through the date you sign of execution of this Agreement, including regardless of whether known or unknown, and regardless of whether asserted by Employee to date, including, but not limited to: , all such claims for or relating to assault, battery, negligence, negligent hiring, negligent retention, negligent supervision, negligent training, negligent or intentional infliction of emotional distress, false imprisonment, defamation (whether libel or slander), personal injury, bodily injury, bad faith, pain and demands directly or indirectly arising out of or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salarysuffering, bonusesmedical expenses, commissionswage and hour, stocklost income and earnings (including, equitybut not limited to, stock options, or any other ownership interests in the Company, vacation or other time off back pay, fringe benefits, expense reimbursements, severance pay, or front pay and any other form of compensation; any and all causes of actionpresent or future income, including but not limited to actions for benefits and/or earnings), equitable reinstatement, breach of contract, any express or impliedimplied contract, breach of the covenant of good faith and fair dealing, express or impliedworkers' compensation, wrongful termination in violation termination, wrongful demotion, wrongful failure to promote, wrongful deprivation of public policya career opportunity, all other claims for wrongful termination discrimination (including disparate treatment and constructive dischargedisparate impact), and all other tort claimshostile work environment, includingquid pro quo sexual harassment, but not limited toretaliation, intentional any request to submit to a drug or negligent infliction of emotional distresspolygraph test, invasion of privacyand/or whistleblowing, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; whether said claim(s) are brought pursuant to Title VII of the Civil Rights Act of 1964; , the Civil Rights Act of 1991; , 42 U.S.C. § 1981, the Employee Retirement Income Security Act, the Equal Pay Act, the Pregnancy Discrimination Act, the Fair Labor Standards Act; , the Employee Retirement and Income Security Age Discrimination in Employment Act; , the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; Act or any other constitutional, federal, regulatory, state or local law, or under the California Family Rights Act; common law or in equity. Employee further understands and warrants that this Agreement shall operate as a fully binding and complete resolution of all claims as to the California Labor Code; the California Civil Code; the California Constitution; and any parties to this Agreement and all other laws and regulations relating to employment termination, employment discrimination, harassment parties represented by or retaliation, claims for wages, hours, benefits, compensationclaiming through such parties, and that he shall not be able to seek any monies for any claim, whether known or unknown, against any of the persons or entities released hereunder other than as provided in paragraphs 2 and all claims for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter 6 of law, waive by private agreement, such as a right of indemnification under Labor Code Section 2802 or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents of the Company, hereby completely releases you and your representative and assigns from all claims of any kind, known and unknown, arising out of or in any way related to agreements, events, acts or conduct at any time prior to and including the date this Agreement is signed which Company may now have or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdiction, other than those claims arising out of your obligations as set forth in this Agreement, and other than, as to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreover, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers of the Company under the Company Certificate of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delaware.

Mutual Release of Claims. The payments (a) Subject to the terms of this Agreement, and promises in exchange for the Separation Payment set forth in this Agreement are in full satisfaction Section 2 herein, Employee on his own behalf and on behalf of all accrued salaryhis heirs, vacation payspouses, bonus payexecutors, profit sharing, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments and other promises and undertakings contained in this Agreement to which you would not otherwise be entitledadministrators, and except as otherwise set forth in this Agreementagents, you release, acquit hereby releases and forever discharge discharges the Company, Company and current and former of its parents and subsidiaries, and its and their respective officers, directors, agentsowners, servantspartners, employees, attorneysparent companies or entities, shareholderssubsidiaries, affiliates, related entities, franchisor, affiliated entities, successors-in-interest, assigns predecessors-in-interest, advisors, legal counsel, representatives, and affiliates agents, individually and collectively (collectively, the “Releasees”), of and from any and all known or unknown liabilities, claims, liabilitiesdemands for damages, demandscosts, chargesindemnification, causes contribution, or any other thing for which Employee has or may have a known or unknown cause of action, claim, or demand for damages, costs, expenses, attorney’s fees, damages, indemnities and obligations of every kind and nature, in law, equityindemnification, or otherwisecontribution, whether certain or speculative, which you assert may have at any time prior hereto come into existence or could assert against which may be brought in the Company at common law or under future in connection with any statute, rule, regulation, order or law, whether federal, state or local, on any ground whatsoever, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way related to agreements, events, acts or conduct omissions which have arisen at any time prior to and including the date you sign of execution of this Agreement, including, but not limited to, any and all claims Employee has or may have relating to, or arising out of the employment of Employee by Company, including but not limited to any claims by Employee for breach of employment contract, or unpaid wages, any and all claims relating to, or arising from, Employee's right to purchase, or actual purchase of shares of stock of the Company, or that Employee has been wrongfully terminated by Company, including any claim for harassment or discrimination, discharge in violation of public policy and/or violation of any state and federal laws, including without limitation, the Americans With Disabilities Act, Title VII Of The Civil Rights Act Of 1964, as amended, the Fair Labor Standards Acts, as amended, the National Labor Relations Act, as amended, the Labor-Management Relations Act, as amended, the Worker Adjustment And Retraining Notification Act Of 1988, as amended, the Rehabilitation Act Of 1973, as amended, the Equal Pay Act, the Employee Retirement Income Security Act Of 1974, as amended, the Family Medical Leave Act Of 1993, as amended, the Age Discrimination in Employment Act, the Older Workers Benefit Protection Act, x the Civil Rights Act of 1991, Sections 1981 through 1988 of Title 42 of the United States Code, as amended, the Immigration Reform and Control Act, as amended, the Occupational Safety and Health Act, as amended, all California state civil rights, employment and wage and hour laws, including those pertaining to overtime pay, timely payment of compensation, meal and rest period pay, and penalties and interest upon late or unpaid compensation; the California Equal Pay Law, as amended; the California Xxxxx Act, as amended, the California Smokers’ Rights Law, as amended; any allegation for costs, fees, or other expenses including attorneys’ fees incurred in these matters, and any other federal, state or local civil or human rights law or any other local, state or federal law, regulation or ordinance, including any applicable contract, tort, constitutional or common law based claims that Employee has or may have as of the date of execution of this Agreement, including but not limited to: all such claims , any applicable California state laws governing employee and demands directly or indirectly arising out of or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salary, bonuses, commissions, stock, equity, stock options, or any other ownership interests in the Company, vacation or other time off pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; any employer rights and all causes of action, including but not limited to actions for breach of contract, express or implied, breach of the covenant of good faith and fair dealing, express or implied, wrongful termination in violation of public policy, all other claims for wrongful termination and constructive discharge, and all other tort claims, including, but not limited to, intentional or negligent infliction of emotional distress, invasion of privacy, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Fair Labor Standards Act; the Employee Retirement and Income Security Act; the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Labor Code; the California Civil Code; the California Constitution; and any and all other laws and regulations relating to employment termination, employment discrimination, harassment or retaliation, claims for wages, hours, benefits, compensation, and any and all claims for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter of law, waive by private agreement, such as a right of indemnification under Labor Code Section 2802 or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents of the Company, hereby completely releases you and your representative and assigns from all claims of any kind, known and unknown, arising out of or in any way related to agreements, events, acts or conduct at any time prior to and including the date this Agreement is signed which Company may now have or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdiction, other than those claims arising out of your obligations as set forth in this Agreement, and other than, as to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreover, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers of the Company under the Company Certificate of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delawareobligations.

Mutual Release of Claims. The (a) In consideration of the payments provided for in paragraph 2 above, and promises set forth other good and valuable consideration, the receipt, adequacy, and sufficiency of which is hereby acknowledged, Executive and his heirs, executors, administrators, agents, assigns, receivers, attorneys, servants, legal representatives, predecessors and successors in this Agreement are interest, regardless of form, trustees in full satisfaction of all accrued salarybankruptcy or otherwise, vacation paywards, bonus payand any other representative or entity acting on his or their behalf, profit sharingpursuant to, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments rights of any of them, do hereby now and other promises and undertakings contained in this Agreement to which you would not otherwise be entitledforever unconditionally release, and except as otherwise set forth in this Agreement, you releasedischarge, acquit and forever discharge hold harmless the CompanyCompany and any parent, its parents and subsidiariessubsidiary or related companies, and its any and all of their respective officers, directors, employees, agents, administrators, assigns, receivers, attorneys, servants, employeeslegal representatives, attorneysaffiliates, shareholdersinsurers, successorspredecessors and successors in interest, assigns regardless of form, trustees in bankruptcy or otherwise, insurance benefit plans, and affiliates any other representative or entity acting on its or their behalf (collectively, the “ReleaseesReleased Parties”), of and from any and all claims, liabilitiesrights, demands, chargesactions, suits, damages, losses, expenses, liabilities, indebtedness, and causes of action, costs, expenses, attorney’s fees, damages, indemnities and obligations of every whatever kind and nature, in law, equity, or otherwise, which you assert or could assert against nature related to the Company at common law or under any statute, rule, regulation, order or law, whether federal, state or local, on any ground whatsoever, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out that existed from the beginning of or in any way related to agreements, events, acts or conduct at any time prior to and including through the date you sign of execution of this Agreement, including regardless of whether known or unknown, and regardless of whether asserted by Executive to date, including, but not limited to: , all such claims and demands directly for or indirectly arising out relating to any vesting of or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salary, bonuses, commissions, stock, equity, stock options, or any other ownership interests in options under the Company’s 1998 Equity Incentive Plan or for or relating to assault, vacation battery, negligence, negligent hiring, negligent retention, negligent supervision, negligent training, negligent or other time off intentional infliction of emotional distress, false imprisonment, defamation (whether libel or slander), personal injury, bodily injury, bad faith, pain and suffering, medical expenses, wage and hour, lost income and earnings (including, but not limited to, back pay, fringe benefits, expense reimbursements, severance pay, or front pay and any other form of compensation; any and all causes of actionpresent or future income, including but not limited to actions for benefits and/or earnings), equitable reinstatement, breach of contract, any express or impliedimplied contract, breach of the covenant of good faith and fair dealing, express or impliedworkers’ compensation, wrongful termination in violation termination, wrongful demotion, wrongful failure to promote, wrongful deprivation of public policya career opportunity, all other claims for wrongful termination discrimination (including disparate treatment and constructive dischargedisparate impact), and all other tort claimshostile work environment, includingquid pro quo sexual harassment, but not limited toretaliation, intentional any request to submit to a drug or negligent infliction of emotional distresspolygraph test, invasion of privacyand/or whistleblowing, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; whether said claim(s) are brought pursuant to Title VII of the Civil Rights Act of 1964; , the Civil Rights Act of 1991; 1991,42 U.S.C. § 1981, the Executive Retirement Income Security Act, the Equal Pay Act, the Pregnancy Discrimination Act, the Fair Labor Standards Act; , the Employee Retirement and Income Security Age Discrimination in Employment Act; , the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Labor Code; the California Civil Code; the California Constitution; and Act or any and all other laws and regulations relating to employment terminationconstitutional, employment discriminationfederal, harassment regulatory, state or retaliation, claims for wages, hours, benefits, compensation, and any and all claims for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter of local law, waive by private agreementor under the common law or in equity, such as a right of indemnification under Labor Code Section 2802 except for any criminal acts or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge fraudulent acts or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents omissions of the Company, hereby completely releases you . Executive further understands and your representative warrants that this Agreement shall operate as a fully binding and assigns from complete resolution of all claims of any kind, known and unknown, arising out of or in any way related as to agreements, events, acts or conduct at any time prior the parties to and including the date this Agreement is signed which Company may now have and all parties represented by or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdiction, other than those claims arising out of your obligations as set forth in this Agreementclaiming through such parties, and other than, as that he shall not be able to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property seek any monies for any claim related to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreoverwhether known or unknown, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers against any of the Company under the Company Certificate persons or entities released hereunder other than as provided in paragraphs 2 and 8 of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delawarethis Agreement.

Mutual Release of Claims. The (a) In consideration of the payments provided for in paragraph 2 above, and promises set forth other good and valuable consideration, the receipt, adequacy, and sufficiency of which is hereby acknowledged, Executive and his heirs, executors, administrators, agents, assigns, receivers, attorneys, servants, legal representatives, predecessors and successors in this Agreement are interest, regardless of form, trustees in full satisfaction of all accrued salarybankruptcy or otherwise, vacation paywards, bonus payand any other representative or entity acting on his or their behalf, profit sharingpursuant to, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments rights of any of them, do hereby now and other promises and undertakings contained in this Agreement to which you would not otherwise be entitledforever unconditionally release, and except as otherwise set forth in this Agreement, you releasedischarge, acquit and forever discharge hold harmless the CompanyCompany and any parent, its parents and subsidiariessubsidiary or related companies, and its any and all of their respective officers, directors, employees, agents, administrators, assigns, receivers, attorneys, servants, employeeslegal representatives, attorneysaffiliates, shareholdersinsurers, successorspredecessors and successors in interest, assigns regardless of form, trustees in bankruptcy or otherwise, insurance benefit plans, and affiliates any other representative or entity acting on its or their behalf (collectively, the “ReleaseesReleased Parties”), of and from any and all claims, liabilitiesrights, demands, chargesactions, suits, damages, losses, expenses, liabilities, indebtedness, and causes of action, costs, expenses, attorney’s fees, damages, indemnities and obligations of every whatever kind and nature, in law, equity, or otherwise, which you assert or could assert against nature related to the Company at common law or under any statute, rule, regulation, order or law, whether federal, state or local, on any ground whatsoever, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out that existed from the beginning of or in any way related to agreements, events, acts or conduct at any time prior to and including through the date you sign of execution of this Agreement, including regardless of whether known or unknown, and regardless of whether asserted by Executive to date, including, but not limited to: , all such claims for or relating to assault, battery, negligence, negligent hiring, negligent retention, negligent supervision, negligent training, negligent or intentional infliction of emotional distress, false imprisonment, defamation (whether libel or slander), personal injury, bodily injury, bad faith, pain and demands directly or indirectly arising out of or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salarysuffering, bonusesmedical expenses, commissionswage and hour, stocklost income and earnings (including, equitybut not limited to, stock options, or any other ownership interests in the Company, vacation or other time off back pay, fringe benefits, expense reimbursements, severance pay, or front pay and any other form of compensation; any and all causes of actionpresent or future income, including but not limited to actions for benefits and/or earnings), equitable reinstatement, breach of contract, any express or impliedimplied contract, breach of the covenant of good faith and fair dealing, express or impliedworkers’ compensation, wrongful termination in violation termination, wrongful demotion, wrongful failure to promote, wrongful deprivation of public policya career opportunity, all other claims for wrongful termination discrimination (including disparate treatment and constructive dischargedisparate impact), and all other tort claimshostile work environment, includingquid pro quo sexual harassment, but not limited toretaliation, intentional any request to submit to a drug or negligent infliction of emotional distresspolygraph test, invasion of privacyand/or whistleblowing, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; whether said claim(s) are brought pursuant to Title VII of the Civil Rights Act of 1964; , the Civil Rights Act of 1991; 1991,42 U.S.C. § 1981, the Executive Retirement Income Security Act, the Equal Pay Act, the Pregnancy Discrimination Act, the Fair Labor Standards Act; , the Employee Retirement and Income Security Age Discrimination in Employment Act; , the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; Act or any other constitutional, federal, regulatory, state or local law, or under the California Family Rights Act; common law or in equity. Executive further understands and warrants that this Agreement shall operate as a fully binding and complete resolution of all claims as to the California Labor Code; the California Civil Code; the California Constitution; and any parties to this Agreement and all other laws and regulations relating to employment termination, employment discrimination, harassment parties represented by or retaliation, claims for wages, hours, benefits, compensationclaiming through such parties, and that he shall not be able to seek any and all claims monies for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter of law, waive by private agreement, such as a right of indemnification under Labor Code Section 2802 or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents of the Company, hereby completely releases you and your representative and assigns from all claims of any kind, known and unknown, arising out of or in any way claim related to agreements, events, acts or conduct at any time prior to and including the date this Agreement is signed which Company may now have or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdiction, other than those claims arising out of your obligations as set forth in this Agreement, and other than, as to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreoverwhether known or unknown, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers against any of the Company under the Company Certificate persons or entities released hereunder other than as provided in paragraphs 2 and 8 of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delawarethis Agreement.

Mutual Release of Claims. The payments (a) In consideration of the payment provided for in paragraph 2 above and promises set forth other good and valuable consideration, the receipt, adequacy, and sufficiency of which is hereby acknowledged, Employee and his heirs, executors, administrators, agents, assigns, receivers, attorneys, servants, legal representatives, predecessors and successors in this Agreement are interest, regardless of form, trustees in full satisfaction of all accrued salarybankruptcy or otherwise, vacation paywards, bonus payand any other representative or entity acting on his or their behalf, profit sharingpursuant to, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments rights of any of them, do hereby now and other promises and undertakings contained in this Agreement to which you would not otherwise be entitledforever unconditionally release, and except as otherwise set forth in this Agreement, you releasedischarge, acquit and forever discharge hold harmless the CompanyCompany and any parent, its parents and subsidiariessubsidiary or related companies, and its any and all of their respective officers, directorsemployees, agents, servantsadministrators, employeesassigns, receivers, attorneys, shareholdersservants, successorslegal representatives, assigns affiliates, insurers, predecessors and affiliates successors in interest, regardless of form, trustees in bankruptcy or otherwise, insurance benefit plans, and any other representative or entity acting on its or their behalf (collectively, the “Releasees”"Released Parties"), of and from any and all claims, liabilitiesrights, demands, chargesactions, suits, damages, losses, expenses, liabilities, indebtedness, and causes of action, costs, expenses, attorney’s fees, damages, indemnities and obligations of every whatever kind and nature, in law, equity, or otherwise, which you assert or could assert against nature related to the Company at common law or under any statute, rule, regulation, order or law, whether federal, state or local, on any ground whatsoever, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out that existed from the beginning of or in any way related to agreements, events, acts or conduct at any time prior to and including through the date you sign of execution of this Agreement, including regardless of whether known or unknown, and regardless of whether asserted by Employee to date, including, but not limited to: , all such claims for or relating to assault, battery, negligence, negligent hiring, negligent retention, negligent supervision, negligent training, negligent or intentional infliction of emotional distress, false imprisonment, defamation (whether libel or slander), personal injury, bodily injury, bad faith, pain and demands directly or indirectly arising out of or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salarysuffering, bonusesmedical expenses, commissionswage and hour, stocklost income and earnings (including, equitybut not limited to, stock options, or any other ownership interests in the Company, vacation or other time off back pay, fringe benefits, expense reimbursements, severance pay, or front pay and any other form of compensation; any and all causes of actionpresent or future income, including but not limited to actions for benefits and/or earnings), equitable reinstatement, breach of contract, any express or impliedimplied contract, breach of the covenant of good faith and fair dealing, express or impliedworkers' compensation, wrongful termination in violation termination, wrongful demotion, wrongful failure to promote, wrongful deprivation of public policya career opportunity, all other claims for wrongful termination discrimination (including disparate treatment and constructive dischargedisparate impact), and all other tort claimshostile work environment, includingquid pro quo sexual harassment, but not limited toretaliation, intentional any request to submit to a drug or negligent infliction of emotional distresspolygraph test, invasion of privacyand/or whistleblowing, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local law or statute, including, but not limited to, the California Fair Employment and Housing Act; Business and Professions Code 17200; whether said claim(s) are brought pursuant to Title VII of the Civil Rights Act of 1964; , the Civil Rights Act of 1991; , 42 U.S.C. § 1981, the Employee Retirement Income Security Act, the Equal Pay Act, the Pregnancy Discrimination Act, the Fair Labor Standards Act; , the Employee Retirement and Income Security Age Discrimination in Employment Act; , the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; Act or any other constitutional, federal, regulatory, state or local law, or under the California Family Rights Act; common law or in equity. Employee further understands and warrants that this Agreement shall operate as a fully binding and complete resolution of all claims as to the California Labor Code; the California Civil Code; the California Constitution; and any parties to this Agreement and all other laws and regulations relating to employment termination, employment discrimination, harassment parties represented by or retaliation, claims for wages, hours, benefits, compensationclaiming through such parties, and that he shall not be able to seek any and all claims monies for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter of law, waive by private agreement, such as a right of indemnification under Labor Code Section 2802 or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge or complaint with or participating in any investigation or proceeding before the Equal Employment Opportunity Commission. However, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents of the Company, hereby completely releases you and your representative and assigns from all claims of any kind, known and unknown, arising out of or in any way claim related to agreements, events, acts or conduct at any time prior to and including the date this Agreement is signed which Company may now have or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdiction, other than those claims arising out of your obligations as set forth in this Agreement, and other than, as to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreoverwhether known or unknown, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers against any of the Company under the Company Certificate persons or entities released hereunder other than as provided in paragraphs 2 and 6 of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delawarethis Agreement.

Mutual Release of Claims. The payments and promises set forth in this Agreement are in full satisfaction of all accrued salary, vacation pay, bonus pay, profit sharing, stock options, equity, termination benefits or other compensation to which you may be entitled by virtue of your employment with the Company. In consideration for the payments and other promises and undertakings contained in this Agreement to which you would not otherwise be entitled, and except as otherwise set forth in (a) By signing this Agreement, you releasethe Noteholder acknowledges, acquit and forever discharge the Company, its parents and subsidiariesunderstands, and agrees that all Promissory Notes held by the Noteholder immediately prior to the Effective Time shall be cancelled, void, and of no further force and effect as of the Effective Time. The Noteholder acknowledges that the Replacement Notes are valid and sufficient consideration, and that effective as of the Effective Time, the Noteholder, on its own behalf and their on behalf of each of its affiliates’ respective current, former or future advisors, direct and indirect predecessors, successors, heirs, beneficiaries, executors, administrators, members, officers, directors, agents, servantsmanagers, employees, partners, equity holders, creditors, estate, assigns, agents, or other representatives, including attorneys, shareholdersaccountants, consultants, bankers and financial advisors (the “Noteholder Releasing Parties”), hereby irrevocably, unconditionally and completely release, waive, acquit, discharge, and hold Credova and its respective affiliates, advisors, beneficiaries, administrators, trustees, successors, assigns and affiliates assigns, officers, directors, employees, managers, partners, principals, advisors, agents, members, investors, equity holders, creditors or other representatives (collectively, the “ReleaseesCredova Released Parties”), of and ) harmless from any and all claims, liabilities, demands, charges, causes of action, costs, expenses, attorney’s feesactions, damages, indemnities liability, covenants, and obligations accounts of every any kind and natureor character whatsoever of any kind or nature whatsoever, in law, equity, or otherwise, which you assert or could assert against the Company at common law or under any statute, rule, regulation, order or laweach case, whether federal, state direct or local, on any ground whatsoeverindirect, known and or unknown, suspected and unsuspected, disclosed and or undisclosed, arising out of matured or in any way related to agreementsunmatured, eventsaccrued or unaccrued, acts asserted or conduct at any time prior to and including the date you sign this Agreementunasserted, including but not limited to: all such claims and demands directly absolute or indirectly arising out of contingent, determined or in any way connected with your employment with the Company or the termination of that employment; claims or demands related to salary, bonuses, commissions, stock, equity, stock options, or any other ownership interests in the Company, vacation or other time off pay, fringe benefits, expense reimbursements, severance pay, or any other form of compensation; any and all causes of action, including but not limited to actions for breach of contractconditional, express or implied, breach of the covenant of good faith and fair dealingfixed or variable, express liquidated or impliedunliquidated, wrongful termination in violation of public policy, all other claims for wrongful termination and constructive dischargesuspected or unsuspected, and all other tort claimswhether vicarious, includingderivative, but not limited tojoint, intentional several or negligent infliction of emotional distresssecondary, invasion of privacyin contract, negligence, negligent investigation, negligent hiring, supervision or retention, assault and battery, false imprisonment, defamation, intentional or negligent misrepresentation, fraud, and any and all claims arising under any federal, state or local at law or statutein equity that such party ever had, includingnow has or ever may have or claim to have against any Credova Released Party, but not limited tofor or by reason of any matter, circumstance, event, action, inaction, omission, cause or thing whatsoever, to the California Fair Employment and Housing Act; Business and Professions Code 17200; Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Fair Labor Standards Act; the Employee Retirement and Income Security Act; the Americans with Disabilities Act, 42 U.S.C. § 1981; the Age Discrimination in Employment Act of 1967, as amended (“ADEA”); the Older Workers Benefit Protection Act; the Family and Medical Leave Act; the California Family Rights Act; the California Labor Code; the California Civil Code; the California Constitution; and any and all other laws and regulations extent relating to employment termination, employment discrimination, harassment or retaliation, claims for wages, hours, benefits, compensation, and any and all claims for attorneys’ fees and costs, inasmuch as is permissible by law and by the respective governmental enforcement agencies for the above-listed laws. This Agreement does not waive rights or claims under federal or state law that you cannot, as a matter of law, waive by private agreement, such as a right of indemnification under Labor Code Section 2802 or as otherwise set forth in this paragraph 7. Additionally, nothing in this Agreement precludes you from filing a charge or complaint with or participating Credova Released Party in any investigation or proceeding before the Equal Employment Opportunity Commission. Howeverway, while you may file a charge and participate in any proceeding conducted by the Equal Opportunity Commission, by signing this Agreement, you waive your right to bring a lawsuit against the Company and waive your right to any individual monetary recovery in any action or lawsuit initiated by the Equal Employment Opportunity Commission. The Company, on behalf of itself and all predecessors, successors and their respective parent corporations, affiliates, related, and/or subsidiary entities, and all of their past and present directors, officers, employees, and agents, only in their capacity as directors, officers, employees or agents of the Company, hereby completely releases you and your representative and assigns from all claims of any kind, known and unknowneach case, arising out of or in any way related to agreements, events, acts or conduct at any time at or prior to and including the date this Agreement is signed which Company may now have or have ever had against you, or arising out of the Company’s relationship with you, whether based on contract, tort, statute, local ordinance, regulation or any comparable law in any jurisdictionEffective Time, other than those claims arising out of your obligations as set forth in this Agreement, and other than, as to your continuing obligations under your equity awards, and other than your continuing obligations under that certain Confidentiality Information and Invention Assignment Agreement and Employee Confidential Information and Invention Assignment Agreement and your other continuing obligations and duties to assign inventions and other property to the Company, to assist the Company in connection therewith and to maintain the Company’s confidential information in strict confidence. Moreover, you will continue to be indemnified for actions taken while employed by the Company to the same extent as other then-current officers any rights of the Company Noteholder Releasing Parties under this Agreement (the Company Certificate of Incorporation and Bylaws and the Director and Officer Indemnification Agreement between you and the Company (or any successor thereto“Noteholder Released Claims”), and you will continue to be covered by the Company directors and officers liability insurance policy as in effect from time to time to the same extent as other then-current officers of the Company, in all cases subject to the requirements of the laws of the State of Delaware.